SecProbe.io

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Mail Stop 4561
	 								August 30, 2005

VIA U.S. MAIL AND FAX (315) 389-5363

Mr. Donald Gruneisen
Chief Financial Officer
Pipeline Data Inc.
151 Hancock St., Suite 301, Hancock Plaza
Quincy, MA 02169-5243

      Re:	Pipeline Data Inc.
      	Form 10-K for the year ended December 31, 2004
      	Filed March 31, 2005
      File No. 0-50611

Dear Mr. Gruneisen:

      We have reviewed your filing and have the following
comments.
We have limited our review of your filing to those issues we have
addressed in our comments.  Please be as detailed as necessary in
your explanations.  In some of our comments, we may ask you to
provide us with information so we may better understand your
disclosure.  After reviewing this information, we may raise
additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form 10-K for the year ended December 31, 2004

Consolidated Balance Sheets

1. For each asset acquisition that took place during 2004, please
tell us the following:

* the purchase price, including the value of any shares issued as
of
the date of issuance;
* the fair value of the assets acquired and how the fair value was
determined;
* the balance sheet line item where the assets are recorded; and
* the amount of goodwill recognized as a result of the
transaction,
if any.
2. Please tell us what led to the recognition of goodwill during
2004.  Please include the information required to be disclosed by
paragraphs 51-53 of SFAS 141, for material business combinations
completed during the periods covered by the financial statements.
Additionally, please provide the information required to be
disclosed
by paragraphs 44-47 of SFAS 142 related to changes in the carrying
amount of goodwill.

3. In future filings and in your response to us, disclose your
accounting policy for issuances of equity instruments in exchange
for
goods or services received from other than employees.  Refer to
paragraphs 8-10 of SFAS 123.

*    *    *    *

      As appropriate, please respond to these comments within 10
business days or tell us when you will provide us with a response.
Please furnish a cover letter with your response that keys your
responses to our comments and provides any requested information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
responses to our comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision.  Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* 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.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      If you have any questions, you may contact Eric McPhee at
(202)
551-3693 or me at (202) 551-3486.

Sincerely,

Daniel L. Gordon
Branch Chief

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Mr. Donald Gruneisen
Pipeline Data, Inc.
August 30, 2005
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