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Correspondence Letter

 AMENDED

 VIA FACSIMILE

 November 1, 2005

 Mr. Jim B. Rosenberg

 Senior Assistant Chief Accountant

 Division of Corporate Finance

 U.S. Securities and Exchange Commission

 Washington, D.C. 20549-0404

Re:
Letter of Comment dated July 6, 2005

American Dental Partners, Inc.

File No. 000-23363

 Dear Mr. Rosenberg:

 This will serve as a response to our telephonic call on October 28, 2005, regarding additional clarification relating to our Comment Letter Response dated
July 29, 2005. The Company acknowledges that:

•

the Company is responsible for the adequacy and accuracy of the disclosure in the filings;

•

staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and

•

the Company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 Comment No. 1

 We have revised the patient revenue overview of the MD&A to eliminate (i) reference
to patient revenue as a non-GAAP measure and (ii) the reference to a reconciliation of our GAAP net revenue. We have also added a footnote to the Selected Financial Data to clarify that patient revenue is not that of the Company. See attached
revisions.

 201 Edgewater Drive, Suite 285 • Wakefield, MA
01880-1249 • (781) 224-0880 • Fax (781) 224-4216 • www.amdpi.com

 Mr. Jim B. Rosenberg

 November 1, 2005

 Page 2

 Please
do not hesitate to contact me with any questions you may have upon review of these additional responses.

 Sincerely,

/s/    BREHT T. FEIGH

Breht T. Feigh

 Executive Vice President,

 Chief Financial Officer and Treasurer

 BTF/mwv

 attachments

 Patient Revenue of the Affiliated Dental Group Practices

 Although we do not control, nor own any equity interests in, the affiliated
dental group practices or professional corporations (“PCs”) and, accordingly, do not consolidate their financial statements with ours, we believe it is important to understand their revenue. Most of the operating expenses incurred by us
are on behalf of the affiliated dental group practices in the operation of dental facilities. These expenses are significantly affected by the patient revenue of the affiliated dental group practices. As used in this discussion, “patient
revenue” represents revenue reported by the affiliated dental group practices earned from the provision of dental care to their patients. Patient revenue is not a measure of our financial performance under generally accepted accounting
principles because it is not our revenue.

 The affiliated
dental group practices generate revenue from treating patients and receive payment from patients and dental benefit providers, or payors, under fee-for-service, PPO plans and managed care capitation plans. Patient revenue reflects the amounts billed
by an affiliated dental group practice at its established rates reduced by any contractual adjustments and allowances for uncollectible accounts. Contractual adjustments represent discounts off established rates negotiated pursuant to certain dental
benefit plan provider contracts. While payor mix varies from market to market, the aggregate payor mix of the affiliated dental group practices for the nine months ended September 30, 2005 was 32% fee-for service, 49% PPO plans, and 19%
capitated managed care plans.

 After collection of fees from
patients and third-party insurers for the provision of dental care and payment to us of our service fee and reimbursement of clinic expenses incurred by us on their behalf, the amounts remaining are used by the affiliated dental group practices for
compensation of dentists and, in certain states, dental hygienists and/or dental assistants who are employed by the affiliated dental group practices. The following table sets forth for the three and nine months ended September 30, 2005 and
2004 the patient revenue of the affiliated dental group practices, the amounts due to us under service agreements, and amounts retained for compensation of dentists and other clinical staff, where applicable (in thousands):

Three Months Ended
September 30,

%
Growth

Nine Months Ended
September 30,

%
Growth

2005

2004

2005

2004

 Patient revenue - affiliated dental group practices:

 Platform dental groups affiliated with us in both periods of comparison

$
74,454

$
68,265

9.1
%

$
220,009

$
204,495

7.6
%

 Platform dental groups that affiliated with us during periods of comparison

2,289

—

—

6,097

—

—

 Total patient revenue

76,743

68,265

12.4
%

226,106

204,495

10.6
%

 Amounts due to the Company under service agreements

48,363

43,374

11.5
%

143,426

129,881

10.4
%

 Amounts retained by affiliated dental group practices

$
28,380

$
24,891

14.0
%

$
82,680

$
74,614

10.8
%

 Same market patient
revenue growth was 9.1% and 7.6%, respectively, for the three and nine months ended September 30, 2005. Same market patient revenue growth excludes platform affiliations that occurred after January 1, 2005. Same market patient revenue
growth for the period was comprised of a 4.3% increase in provider hours, 2.5% improvement in provider productivity and the remainder to improved reimbursement rates received from dental benefit insurers.

 Amounts retained by affiliated dental group practices increased 14% to
$28,380,000, for the three months ended September 30, 2005 from $24,891,000 for the three months ended September 30, 2004 and 11% to $82,680,000 for the nine months ended September 30, 2005 from $74,614,000 for the nine months ended
September 30, 2004. As a percentage of their patient revenue, amounts retained by affiliated dental group practices increased to 37.0% for the three months ended September 30, 2005, compared to 36.5% from the three months ended
September 30, 2004. For the nine months ended September 30, 2005 amounts retained by affiliated dental group practices increased to 36.6% from 36.5% for the nine months ended September 30, 2004. This increase is due to a number of
affiliations, including Premier Dental Partners and Dental Associates of Rochester, completed over the past year in which the affiliated dental group practices are required by applicable state law to employ the dental hygienists and dental
assistants.

ITEM 6.
SELECTED FINANCIAL DATA (in thousands, except per share amounts and statistical data)

 The following selected consolidated financial and operating data set forth below with respect to the Company’s
consolidated statements of income for fiscal years 2004, 2003 and 2002 and consolidated balance sheets as of December 31, 2004 and 2003 are derived from the Company’s Consolidated Financial Statements included elsewhere in this Annual
Report on Form 10-K. Data with respect to the consolidated statements of income for fiscal years 2001 and 2000 and consolidated balance sheets as of December 31, 2002, 2001 and 2000 are derived from the Company’s Consolidated Financial
Statements as previously filed. The data set forth below should be read in conjunction with the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the Company’s Consolidated Financial
Statements and Notes thereto included elsewhere in this Annual Report on Form 10-K.

Years Ending December 31,

2004

2003

2002

2001

2000

 Consolidated Statement of Operations Data:

 Net revenue

$
178,554

$
163,707

$
146,810

$
141,552

$
137,702

 Operating expenses:

 Salaries and benefits

77,489

72,557

65,762

64,483

62,193

 Lab fees and dental supplies

28,566

27,047

24,164

22,681

21,078

 Office occupancy

20,956

19,999

18,314

16,669

14,784

 Other operating expenses

16,643

14,638

13,163

12,530

10,990

 General corporate expenses

8,856

6,871

5,859

5,660

5,364

 Depreciation

5,934

5,378

4,990

5,088

4,708

 Amortization of goodwill and intangible assets

4,408

4,229

4,047

3,955

3,822

 Special charges

—

—

(26
)

844

—

 Total operating expenses

162,852

150,719

136,273

131,910

122,939

 Earnings from operations

15,702

12,988

10,537

9,642

14,763

 Interest expense

1,592

2,592

2,947

4,295

4,378

 Earnings before income taxes

14,110

10,396

7,590

5,347

10,385

 Income taxes

5,591

4,215

2,883

2,076

4,216

 Net earnings

$
8,519

$
6,181

$
4,707

$
3,271

$
6,169

 Net earnings per common share (1):

 Basic

$
1.12

$
0.84

$
0.65

$
0.46

$
0.87

 Diluted

$
1.06

$
0.82

$
0.63

$
0.45

$
0.84

 Weighted average common shares outstanding (1):

 Basic

7,581

7,319

7,222

7,183

7,119

 Diluted

8,068

7,572

7,451

7,343

7,320

December 31,

2004

2003

2002

2001

2000

 Consolidated Balance Sheet Data:

 Cash and cash equivalents

$
1,378

$
1,895

$
844

$
1,540

$
472

 Working capital

(2,306
)

3,916

6,344

9,123

4,063

 Total assets

154,147

149,072

145,015

144,335

141,814

 Long-term debt, excluding current maturities

28,014

42,319

49,677

54,840

55,330

 Total stockholders’ equity

87,207

73,892

66,916

61,776

58,486

 Statistical Data (end of period):

 Number of states

17

17

16

14

14

 Number of affiliated dental groups

19

19
(2)

22

19

19

 Number of dental facilities

177

171

168

154

156

 Number of operatories (3)

1,583

1,520

1,462

1,360

1,397

 Number of affiliated dentists (4)

398

396

372

358

373

 Patient revenue (5)

$
272,369

$
245,609

$
217,020

$
207,736

$
194,572

(1)
Net earnings per common share are computed on the basis described in Notes 2 and 14 to our Consolidated Financial Statements.

(2)
During 2003, two affiliated dental group practices in Texas merged into one affiliated dental group practice and four affiliated dental group practices in Wisconsin merged into one
affiliated dental group practice, thereby reducing the overall total.

(3)
An operatory is an area where dental care is performed and generally contains a dental chair, a hand piece delivery system and other essential dental equipment.

(4)
Includes full-time equivalent general dentists employed by the PCs and full-time equivalent specialists, some of whom are independent contractors to the affiliated dental group
practices.

(5)
Represents revenue reported by the affiliated dental group practices earned from the provision of dental care to their patients. Patient revenue is not our revenue under generally
accepted accounting principles.