SecProbe.io

<DOCUMENT>
<TYPE>CORRESP
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>
<PAGE>
(TRINSIC LOGO)              100 Brookwood Road     HORACE J. "TREY" DAVIS, III
                            Atmore, AL 36502       Chief Executive Officer

                            www.trinsic.com        office 251 446 2472
                                                   fax    251 368 1314
                            NASDAQ: TRIN           email  tdavis@trinsic.com

July 28,2005

Mr. Larry Spirgel
Assistant Director
United States Securities and Exchange Commission
100 F Street, N.W.
Washington, DC 20549

Dear Mr. Spirgel,

In response to your letter dated July 7,2005 related to the most recent Forms
10-Q and 10-K of Trinsic, Inc., we offer the following information:

ITEM 1 (LONG-LIVED ASSETS, PAGE 59)

We refer to your response to comment 1 in which you state that you believe your
reported level of long lived assets is fairly stated. It would appear to us that
the FCC decision to limit the availability of unbundled network elements
together with the higher prices that you expect to be charged for access to the
RBOC networks were triggering events for management to test the long lived
assets for recoverability in accordance with paragraph 8 of SFAS no. 144 at
December 31, 2004. It is unclear from your response whether you performed a
recoverability test pursuant to paragraph 8 of SFAS 144. Advise or revise. In
this regard, please note that paragraph 16 of SFAS 144 requires that both the
expected cash inflows and cash outflows be used to determine the recoverability
of long lived assets.

The company did not perform a recoverability test pursuant to paragraph 8 of
SFAS 144. Management did not believe (due to the factors discussed below) that
the Federal Communications Commission ("FCC") ruling regarding availability of
unbundled network elements would result in a significant adverse impact on our
long-lived assets.

The Telecommunications Act of 1996 imposes a variety of duties upon the
traditional, established telephone companies, called "incumbent local exchange
carriers" or "ILECs," including the duty to provide other communications
companies with access to their network elements on an unbundled basis at any
feasible point, at rates and on terms and conditions that are just, reasonable
and nondiscriminatory. Pursuant to the Telecommunications Act, the FCC
established a list of elements or functions that ILECs would be required to
provide. Taken together this list of elements comprised the unbundled network
elements platform or UNE-P. The FCC also imposed a method of pricing the UNE-P.
In 2004, after much litigation and lobbying, and considerable uncertainty, the
FCC reversed itself. The FCC no longer imposes UNE-P or the pricing mechanism.
Instead these matters are left primarily to negotiation between the ILECs and
competitors like us. However, notwithstanding the FCC ruling, ILECs remain
obligated under the Telecommunications Act to negotiate with us in good faith to
enter into interconnection or commercial services agreements whereby we gain
access to their networks. The FCC ruling does not take full effect until March
2006. The principal result, we believe, is that we will

<PAGE>

Mr. Larry Spirgel
Page 2 of 4
July 28, 2005

continue to have access to the ILEC networks, but at higher prices than before.
Consequently, we do not believe the FCC ruling is a triggering event under
paragraph 8 of SFAS 144 requiring an impairment test.

For example, before filing our form 10-K for the year ended 2004, Trinsic had
signed a commercial services agreement with Qwest and had agreed in principle to
an agreement with Verizon. We subsequently signed a commercial service agreement
with Verizon on April 18, 2005. These agreements provide us with access to the
same network elements, features and functions as we purchased under the UNE-P
regulatory framework and allow us to service both existing and future subscriber
lines within the Qwest and Verizon territories. The agreements cover
approximately 70% of our existing customers. The agreements require us to
maintain certain minimum volume levels over their life. Both agreements have
five year terms with the ability to extend. At the time of filing our form 10-K
for 2004, we had also settled an outstanding law suit with SBC which had been
impediment to negotiating a commercial services agreement with them.
Negotiations with SBC, BellSouth and other ILECs are proceeding. Other
competitive telephone companies like us have also been negotiating similar
agreements throughout the United States. While the agreements we and others have
negotiated for the most part included modest price increases, the market in
early 2005 also demonstrated the ability to pass these price increases through
to customers. Trinsic raised prices in January with no marked change in customer
churn.

Our strategy to be a UNE-P-based provider has also meant that we are not the
typical telecommunication asset based telephone company. At December 31, 2004
net switching equipment on our books was only $1,250,000. The largest fixed
asset on the books is for computer equipment for $ 11,700,000 which includes
both the equipment to perform back room operations but also approximately
$3,000,000 of Voice over Internet Protocol equipment ("VoIP") purchased in 2004
to provide services outside the UNE-P operations. VoIP services were
successfully introduced in 2004 and we have seen some success in selling these
services in the Tampa and the New York City areas. Early indications are that
VoIP is a viable and growing revenue stream for Trinsic and would not raise
questions about asset recoverability.

In summary the FCC UNE-P ruling was a negative factor which caused us to
consider whether pursuant to paragraph 8 of SFAS 144 long lived assets should be
tested for recoverability. However, because the ruling still permitted
UNE-P-like operations, ILECs were signing commercial services agreements to
continue to sell UNE-P-like products, Trinsic was signing commercial services
agreements allowing us to maintain a UNE-P-like business, price adjustments for
increased costs were being accepted by customers, our switching equipment would
be fully depreciated before the current pricing expires and as we projected
positive cash flow from our non-VoIP retail services in the coming year, we did
not believe the FCC ruling constituted a significant adverse impact which would
require further pricing analysis or impairment testing of the assets.

We continue to utilize UNE-P to provide service to the majority of our customers
and our internal plans and forecasts reflect that UNE-P will generate the
majority of our revenue and gross margin through at least 2008. Our internal
planning and budgeting models reflect a positive cash contribution from UNE-P
services for the remainder of 2005 and for the following years. For your
reference, we have provided a summary of our internal business model that
reflects this (see attachment A).

<PAGE>

Mr. Larry Spirgel
Page 3 of 4
July 28, 2005

ITEM 2 (PROPERTY PLANT AND EQUIPMENT, PAGE 32)

We refer to your critical accounting estimate "Property, Plant and Equipment" on
page 32. In future filings, revise to disclose those critical estimates and
assumptions that affect the carrying value of your long-lived assets that are
subject to change. Provide context in the form of sensitivity analysis and other
quantitative disclosure to allow the reader to understand how and why these
policies are critical to your future results of operations and financial
condition. Your analysis should discuss how sensitive your estimates and
assumptions are based on other outcomes that are reasonably likely to occur.
Refer to section V of the Commission's Interpretive Release on Management's
Discussion and Analysis of Financial Condition and Results of Operation which is
located at our website at: http://www.sec.gov/rules/interp/33-8350.htm. If
the impact of estimates and assumptions is material to the financial condition
or operating performance, you are required to present an analysis of the
uncertainties involved in applying a principle at a given time or the
variability that is reasonably likely to result from its application over time.

Your direction to revise in future filings the information regarding critical
estimates and assumptions has been communicated internally as well as to our new
external auditors.

ITEM 3 (ACCOUNTS PAYABLE AND ACCRUED LIABILITIES, PAGE 66)

In future filings disclose the amount you have accrued for the outstanding
disputes at each balance sheet date presented.

Your direction to disclose the amount of outstanding disputes at each balance
sheet date has been communicated internally as well as to our new external
auditors.

ITEM 4 (MANDATORILY REDEEMABLE CONVERTIBLE PREFERRED STOCK PAGE 68)

We note your response to comment 5; however, it is still not clear to us how you
computed the deemed dividend related to the beneficial conversion feature of
$57.6 million and the mandatorily redeemable convertible preferred stock
dividends and accretion of $15.3 million for the year ended December 31, 2004.
Please explain to us in detail in your response letter how you calculated these
amounts. In addition, please explain to us your consideration of EITF Topic D-42
and SFAS 84 in accounting for these conversions of the Series D, Series E and
Series G convertible preferred stock into shares of your common stock.

As we previously discussed in our letter of June 21, 2005, the company concluded
that it was necessary to induce the holders of our preferred shares to convert
those shares to common to permit future financing alternatives for the company.
Therefore the company completed an exchange offer in the fourth quarter of 2004
converting all outstanding preferred stock to common. The accounting for this
conversion followed EITF topic D-42.

Under EITF Topic D-42, an inducement happens when the holders receive securities
that they were entitled to receive based on the original conversion terms and in
addition to those securities, receive other securities, cash or other forms of
consideration. The conversion in the fourth quarter included

<PAGE>

Mr. Larry Spirgel
Page 4 of 4
July 28, 2005

such an inducement as the preferred holders received all the shares for
conversion contemplated in the original agreement plus significantly more shares
reflecting the current market value of the common stock and the preferred stock
that they previously held. The fair value of the incremental consideration was
treated as a deemed dividend through retained earnings with an offset to APIC,
as the conversion includes inducements due to the conversion.

The calculation of the deemed dividend related to the beneficial conversion
feature of $57.6 million was based on the computation of the excess of the fair
market value of the securities issued on the date of conversion over the fair
market value of securities which would have been issued under the old terms
measured at the conversion date, less a twenty percent discount for the
magnitude of the transaction and the number of common shares issued, as the
quoted share price on the date of conversion did not reflect the fair value
considering the magnitude of the shares issued relative to total common shares
outstanding. Please refer to our response letter dated June 15, 2005 for the
specific journal entry.

The calculation of the mandatorily redeemable convertible preferred stock
dividend and accretion of $15.3 million consists of the sum of the monthly
deemed preferred stock dividend payable, the monthly interest accrued on all
unpaid dividends and the monthly accretion of the fair market value of the
warrants and interest on the warrants for Series D, E and G convertible
preferred stock for the 11 months prior to the conversion.

We hope that this information sufficiently answers the questions in your July 7
inquiry. If you should need any additional information on this or any other
matter, please do not hesitate to contact me directly.

Sincerely,

/s/ Trey Davis

Trey Davis
Chief Executive Officer

cc:  John Lines, General Counsel, Trinsic, Inc.
     Andy Graham, Legal Officer, Trinsic, Inc.
     T.J. Mangold, Partner, PriceWaterhouseCoopers, LLP
     Douglas Mims, Partner, Carr, Riggs & Ingram, LLC
     Mike Morgan, Acting Chief Financial Officer, Trinsic, Inc.
     Ted LaRoche, Chairman, Trinsic Inc. Audit Committee
     Ray Golden, Trinsic, Inc. Audit Committee Member
     Roy Neel, Trinsic, Inc, Audit Committee Member

<PAGE>
                                  Trinsic Inc.
                           Consolidated Business Model
                                Income Statement

<Table>
<Caption>
                                                                                          Total Year
                                    Q1 05         Q2 05         Q3 05          Q4 05          05
                                  ----------    ----------    ----------    ----------    ----------
<S>                               <C>           <C>           <C>           <C>           <C>
Revenues:
    UNEP Residential Revenue          36,466        32,066        27,033        26,043       121,610
    UNEP Business Revenue              5,573         5,379         5,075         4,785        20,812
    1+ Standalone Revenue              1,445         1,370         1,262         1,170         5,247
    Wholesale Revenue                 13,304        10,331         9,337         7,954        40,926
    Next Generation Revenue              344           672         1,275         1,746         4,037
                                  ----------    ----------    ----------    ----------    ----------
Total Revenue                         57,132        49,818        43,982        41,788       192,632

Cost of Revenue:
    UNEP Residential COR              18,412        17,962        14,264        13,735        64,374
    UNEP Business COR                  3,582         3,450         3,350         3,158        13,540
    1+ Standalone COR                    245           364           252           234         1,095
    Wholesale COR                      6,956         5,434         4,054         3,530        19,973
    Next Generation COR                  640           695           728           888         2,951
                                  ----------    ----------    ----------    ----------    ----------
Total Cost of Revenue                 29,833        27,905        22,648        21,545       181,932

Gross Margin                          27,298        21,912        21,334        29,155        90,699

Cash Operating Expenses:
    Sales and Marketing Expense        5,219         2,995         3,823         3,937        15,974
    Provisioning Expense               1,341         1,294         1,185         1,507         4,927
    Administrative Expense             5,840         5,025         4,039         3,791        18,695
    Corporate Expense                  8,594         8,397         7,581         7,407        29,680
    Wholesale Expense                  2,381         1,643         1,129           859         6,013
                                  ----------    ----------    ----------    ----------    ----------
Total Cash Spending                   23,376        19,354        17,758        17,102        75,290
Plus Bad Dept Expense                  4,354         2,022         1,740         1,695         9,810
                                  ----------    ----------    ----------    ----------    ----------
Total Cash Operating Expense          27,730        21,376        19,497        18,797        85,190
                                  ----------    ----------    ----------    ----------    ----------
EBITDA                                  (432)          536         1,837         1,358         5,599
                                  ----------    ----------