SecProbe.io

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Mail Stop 3561

October 27, 2005

Colin M. Angle
iRobot Corporation
63 South Avenue
Burlington, Massachusetts 01803

      	Re:	iRobot Corporation
      		Amendments No. 3 and No. 4 to Form S-1
      		File No. 333-126907
      		Filed October 14, 2005 and October 24, 2005

Dear Mr. Angle:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not raise
additional
comments.  Please note that the page numbers mentioned in our
comments refer to those used in the marked courtesy copies of
Amendment No. 4.

      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 on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

* * * * *

1. We note that broker-dealers registered with the NASD will be
allowed to participate in iRobot`s directed share program.  In
your
response letter, please provide us with your analysis as to how
their
participation in the program complies with NASD Rule 2790, which
imposes certain restrictions on NASD members` purchases in an
initial
public offering of equity securities.  Tell us whether the company
received any form of approval or consent from the NASD regarding
compliance with that rule.
Management Discussion and Analysis, page 30

Comparison of Nine Months Ended October 1, 2005 to Nine Months
Ended
September 30, 2004, page 38
2. Refer to pages 39 and 44.  Please disclose the circumstances
that
caused you to recognize revenue for product shipments in the third
quarter of 2005 that you expected to ship during the fourth
quarter.
Also, disclose how much of a positive impact these early shipments
had on your third quarter revenues, and how much of an effect the
early shipments may have on your fourth quarter revenues.

Liquidity and Capital Resources, page 45

3. Your discussion of cash flows from operating, investing and
financing activities appears to be a mechanical recitation of your
cash flow statement.  Revise to provide not only a "discussion,"
but
also an "analysis" of historical information as well as known
trends,
demands, commitments, events or uncertainties that will result in
your liquidity increasing or decreasing in any material way.  For
example, in the discussion of your operating activities for the
first
nine months of 2005, you do not explain why accounts receivable,
inventories or accounts payable increased.  Given the significant
changes in your cash flows in the past several years, you should
also
revise your discussion to provide insight into the underlying
internal and external business factors driving such changes.

* * * * *

      As appropriate, please amend your registration statement in
response to these comments.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      You may contact Joseph Cascarano at (202) 551-3376 or Robert
Littlepage at (202) 551-3361 if you have questions regarding
comments
on the financial statements and related matters.  Please contact
Ted
Yu at (202) 551-3372 or me at (202) 551-3833 with any other
questions.

Sincerely,

Michele M. Anderson
Legal Branch Chief

cc:	Edward A. King, Esq.
	Goodwin Proctor LLP
	Via Facsimile: (617) 523-1231

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Colin M. Angle
iRobot Corporation
October 27, 2005
Page 1

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