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SEC Company Response from INSULET CORP (PODD) (CIK 0001145197) (PODD) — May 10, 2007

INSULET CORP (PODD) (CIK 0001145197)
Date: May 10, 2007 · CIK: 0001145197 · Accession: 0000950135-07-003039

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File numbers found in text: 333-140694

Date
May 10, 2007
Author
MERRILL LYNCH & CO.
Form
CORRESP
Company
INSULET CORP (PODD) (CIK 0001145197)

Letter

Global Markets & Investment Banking

World Financial Center

North Tower

New York, New York 10281-1305

212-449-6500

May 10, 2007

Securities and Exchange Commission

450 Fifth Street, NW

Washington, D.C. 20549

Attention:

Mr. Donald C. Hunt

Re:

Insulet Corporation

Registration Statement No. 333-140694

Gentlemen:

On behalf of the underwriters, we hereby join the company in requesting that the effective date for the Registration Statement referred to above be accelerated so that it will be declared effective at 2:00 p.m. EDT on May 14, 2007, or as soon thereafter as possible, pursuant to Rule 430A.

The Underwriters of the above issue were advised by invitation wire and in subsequent underwriting papers that they must comply with the provisions of SEC Release No. 33-4968 of the 1933 Act and Rule 15c2-8 under the 1934 Act. Copies of the Preliminary Prospectus have been or will be made available in sufficient time for distribution to all prospective purchasers no less than 48 hours prior to the time it is expected confirmations will be mailed. The undersigned, as Representatives, have and will, and each underwriter and each dealer has advised the undersigned that it has and will comply with Release No. 33-4968 of the 1933 Act and Rule 15c2-8 under the 1934 Act.

In connection with the foregoing, please be advised that the undersigned have effected approximately the following distribution of copies of the Preliminary Prospectus dated April 30, 2007.

N.Y.S.E.

Financial Services and Publications

N.A.S.D.

Underwriters

7,078

Dealers

Individuals & Corporations

1,701

MLPF&S Inc. Branch Offices

4,851

TOTAL

13,655

Very truly yours,
MERRILL LYNCH & CO.

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CORRESP
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corresp

    Global Markets & Investment Banking

    World Financial Center

North Tower

New York, New York 10281-1305

212-449-6500

    May 10, 2007

Securities and Exchange Commission

450 Fifth Street, NW

Washington, D.C. 20549

Attention:

    Mr. Donald C. Hunt

    Re:

    Insulet Corporation

Registration Statement No. 333-140694

Gentlemen:

On behalf of the underwriters, we hereby join the company in requesting that the effective date
for the Registration Statement referred to above be accelerated so that it will be declared
effective at 2:00 p.m. EDT on May 14, 2007, or as soon thereafter as possible, pursuant to Rule
430A.

The Underwriters of the above issue were advised by invitation wire and in subsequent
underwriting papers that they must comply with the provisions of SEC Release No. 33-4968 of the
1933 Act and Rule 15c2-8 under the 1934 Act. Copies of the Preliminary Prospectus have been or
will be made available in sufficient time for distribution to all prospective purchasers no less
than 48 hours prior to the time it is expected confirmations will be mailed. The undersigned, as
Representatives, have and will, and each underwriter and each dealer has advised the undersigned
that it has and will comply with Release No. 33-4968 of the 1933 Act and Rule 15c2-8 under the
1934 Act.

In connection with the foregoing, please be advised that the undersigned have
effected approximately the following distribution of copies of the Preliminary
Prospectus dated April 30, 2007.

    N.Y.S.E.

    1

    Financial Services and Publications

    15

    N.A.S.D.

    5

    Underwriters

    7,078

    Dealers

    4

    Individuals & Corporations

    1,701

    MLPF&S Inc. Branch Offices

    4,851

    TOTAL

    13,655

    Very truly yours,

MERRILL LYNCH & CO.

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED

J.P. MORGAN SECURITIES INC.

THOMAS WEISEL PARTNERS LLC

LEERINK SWANN & CO., INC.

As Underwriters

BY: MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED

    By:
    /s/ Hugh H. Haynes

    Hugh H. Haynes

    Authorized Signatory