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GIBSON, DUNN & CRUTCHER LLP
  Lawyers

A REGISTERED LIMITED LIABILITY PARTNERSHIP

INCLUDING PROFESSIONAL CORPORATIONS

1050 Connecticut Avenue, N.W., Washington, D.C. 20036-5306

(202) 955-8500

www.gibsondunn.com

siglover@gibsondunn.com

May 27, 2005

Direct Dial

(202) 955-8593

Client Matter No.

C 66460-00010

Fax No.

(202) 530-9598

VIA
EDGAR AND HAND DELIVERY

Larry
Spirgel

Assistant Director

Division of Corporation Finance

U.S. Securities and Exchange Commission

Mail Stop 0407

450 Fifth Street, N.W.

Washington, D.C. 20549

Re:NeuStar, Inc.

Amendment No. 2 to Form S-1

Filed May 11, 2005

File No. 333-123635

Dear
Mr. Spirgel:

        Reference
is made to the letter of the Division of Corporation Finance of the Securities and Exchange Commission (the "Staff") dated May 20, 2005, setting forth comments to
Amendment No. 2 to the registration statement on Form S-1 ("Amendment No. 2") filed by NeuStar, Inc. ("NeuStar" or the "company") on May 11, 2005. Set
forth below are the Staff's comments, indicated in bold, and the company's responses.

        On
behalf of the company, we are filing herewith Amendment No. 3 to the registration statement on Form S-1 ("Amendment No. 3"). We are also providing to
the Staff two unmarked copies of Amendment No. 3 and two copies of Amendment No. 3 that are marked to show changes from Amendment No. 2. Unless otherwise indicated, all references
to page numbers are to the marked Amendment No. 3 provided herewith.

        This
response letter has been filed via EDGAR, tagged as "CORRESP." The attachments to this letter have not been provided via EDGAR. Instead, the company will deliver an original of this
letter, along with all attachments, via hand delivery.

1

Prospectus Cover Page

1.Please confirm that all of the listed underwriters are lead or managing underwriters within the meaning of Item 501(b)(8) of Regulation S-K.

The
company confirms that all of the underwriters listed on the prospectus cover page are lead or managing underwriters within the meaning of Item 501(b)(8) of Regulation S-K.

Summary, page 1

2.We note your response to our prior comment 8 that you are "in the unique position of being the only provider of certain types of services" and that "the
telecommunications industry. .. requires that there be an authoritative source for the information that the company manages." Please disclose this in the forefront of your summary in order to provide
additional context with regard to your use of the terms "authoritative directories" and "authoritative provider."

The
summary has been revised to include the requested disclosure.

Risk Factors, Page 9

Security breaches could result in an interruption of service.. .., page 9

3.We note your revisions in response to prior comment 12. Please tell us in your response letter what consideration you gave to adding a specific example of how
your business has been impacted by security breaches. We continue to believe that this would assist investors in assessing the magnitude of the risk. Please also consider adding similar disclosure
throughout this section.

The
company has advised us that it has developed and implemented extensive security measures to avoid a security breach of its systems and, as a result, it has not experienced any such security breach
to date. Were a security breach to occur, however, the consequences could have a dramatic impact on the company, as is currently described in more detail in the relevant risk factor. The company
believes that including language about the absence of a security breach to date would diminish the magnitude of this risk inappropriately.

Our seven contracts with North American Portability Management.. .., page 11

4.We note your response to our prior comment 15. Please provide a cross-reference to your discussion of the December 2003 amendments.

Page
11 has been revised to include the requested disclosure.

Management's Discussion and Analysis, page 30

5.We note your response to comment 21. Please provide an estimate of these additional general and administrative expenses.

Page
36 has been revised to include the requested disclosure.

6.We note your response to comment 22; however, we do not see the added disclosure within the liquidity and capital resources section describing the
recapitalization and how it will impact your net tangible book value, financial position and future results of operations. Please clarify for us in your response letter where this added disclosure is
located within your filing. Otherwise, include it within your next amendment.

Page
47 has been revised to include the requested disclosure.

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7.We note your response to comment 23; however, we still believe that further disclosure is necessary in order to provide a clear picture of your results of
operations. Please revise your revenue results of operations discussion as follows:

• On page 56 of your document, you disclose your infrastructure and other services in more detail than you do within management's discussion and analysis. To the extent
possible, expand your disclosure to discuss the change in revenue associated with each of these infrastructure and other sub-services discussed on page 56.

•Clearly disclose and quantify each material factor that contributed to the change in each revenue category.

•Provide insight into the underlying business drivers or conditions that contributed to these changes.

Please refer to Item 303 of Regulation S-K and the Commission's Interpretive Release on Management's Discussion and Analysis of Financial Condition and
Results of Operation on our website at: http://www.sec.gov/ rules/interp/33-8350.htm.

The
company has considered the Staff's concern that the disclosure on page 56 of Amendment No. 2 discusses infrastructure and other services in more detail than within management's discussion
and analysis. The company's discussions on pages 56 and 57 were intended to convey a clear understanding of the particular applications that its customers might have for its network management
services. Although the company monitors the trends in the markets and engages in discussions with its customers to keep apprised of and attempt to understand the drivers for its network management
services, the company's accounting system does not separately track, and the company does not separately account for, revenue generated by a customer's particular uses of the company's network
management services. Therefore, the company could not reliably allocate revenue generated by a customer's use of its network management services among these various possible uses. To eliminate any
confusion on this point, the company has revised the disclosure on page 58 to remove the separate discussion of these customer uses.

In
light of the above, and mindful of its responsibilities under Item 303 of Regulation S-K, the company has reviewed its disclosure in management's discussion and analysis and
revised its disclosure in this section. With these revisions, the company believes that the disclosure in management's discussion and analysis achieves the goals of Item 303 of
Regulation S-K, consistent with the guidance in the Commission's Interpretive Release on Management's Discussion and Analysis of Financial Condition and Results of Operations. The
company believes that its disclosure in management's discussion and analysis provides an investor with a clear and straightforward description of the company's revenue while avoiding the "unnecessary
information overload" that would not promote investor understanding. In its discussion of its results of operations, the company has concisely described the drivers of change in each revenue category
and, as appropriate, has briefly described the industry trends that have driven such change.

In
addition, the company carefully considered how to provide an investor with meaningful insight into the underlying business drivers or conditions that contributed to changes in its revenue. On pages
35 to 36, the company discusses these drivers in detail under the heading "Current Trends Affecting Our Results of Operations." As discussed under that heading, there are trends in the industry that
drive revenue in multiple revenue categories for the company. Taken as a whole, the company believes that its management's discussion and analysis provides meaningful disclosure on these underlying
business drivers and conditions.

3

Financial Statements

Report of Independent Registered Public Accounting Firm, page F-2

8.Please have your auditor remove the legend from the bottom of its report and complete the date with respect to note 19. Your auditor should make similar
revisions to its consent. Please include a copy of the clean report and consent in an amendment to your Form S-1 filed prior to making your request for effectiveness.

The
company will file one or more future amendments to the registration statement that will include a clean report and consent from the company's auditor. The company will not request effectiveness
prior to making these changes.

Consolidated Statements of Operations, page F-5

9.We refer to your responses to comment 41. In addition to including the caption "exclusive of depreciation and amortization", please also include the amount of
depreciation and amortization that is excluded from cost of revenue. If the entire amount of depreciation and amortization is related to property and equipment directly attributable to the generation
of revenue, please revise your caption to state "excluding depreciation and amortization shown below".

Pages
7, 28, 37, 40, 43, 46, F-5 and F-39 have been revised to reflect the requested disclosure.

Note 2. Summary of Significant Accounting Policies

Unaudited Pro Forma Financial Information, pages F-9 and F-42

10.We note your response to comment 42 and your disclosure in note 19 to the consolidated financial statements. Please also include a caption besides the
common stock line item in your consolidated balance sheet that refers to note 19 so as to indicate that the balance sheet reflects the 1.4 to 1 stock split. Refer to SAB Topic 4C for guidance.

Pages
F-4 and F-38 have been revised to include the requested disclosure.

11.We note from your response to comment 43 that you revised your discussion to disclose the amount of accrued and unpaid dividends at December 31, 2004
and its location on the balance sheet. Please also disclose the amount of accrued and unpaid dividends as of March 31, 2005 in your "Unaudited Pro Forma Financial Information" note on page
F-42.

Page
F-42 has been revised to include the requested disclosure.

12.Further, in your next amendment, remove the reference to the "unaudited pro forma balance sheet information as of December 31, 2004" in your disclosure
on page F-9 since you do not present pro forma balance sheet information as of December 31, 2004.

The
reference to the "unaudited pro forma balance sheet information as of December 31, 2004" has been removed from page F-9.

13.In addition, please explain to us in your response letter why you do not display a pro forma column in the asset section of your balance sheet as of
March 31, 2005. We believe this is appropriate given that the payment of the accrued and unpaid dividends will have the pro forma effect of reducing the cash and cash equivalents balance.

Page
F-37 has been revised to include the requested disclosure.

Revenue Recognition, page F-13

14.In your response to comment 47, you indicate that you recognize revenue under your contract to serve as the North American Numbering Plan Administrator using
the proportional performance
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 method and the straight-line basis. Please clarify in your response letter which revenue recognition method you use and why you believe it
is appropriate.

Paragraphs
11 through 13 of the FASB Invitation to Comment, Accounting for Service Contracts (the "Invitation to Comment"), discuss the application of
the proportional performance method. Under Paragraph 13 of the Invitation to Comment, for a service transaction that involves an unspecified number of identical or similar acts with a fixed
period for performance, revenue should be recognized on the straight line method. The company believes that the straight-line method is an application of the proportional performance
method under the Invitation to Comment.

The
company believes its services under its contract to serve as the North American Numbering Plan Administrator (the "NANPA Contract") are similar in nature (assignment and allocation of telephone
numbers); and, they are dependent upon the requests received and are therefore unspecified in number. Further, the company's services under the NANPA Contract are provided over a fixed contractual
period. Based on the foregoing, the company continues to believe that its revenue recognition policy for services provided under the NANPA Contract is consistent with the guidance in
Paragraph 13 of the Invitation to Comment and in accordance with SEC Staff Accounting Bulletin No. 104, Revenue Recognition.

15.We refer to your response to comment 48. Based on your description of the services you provide under the National Pooling Administrator contract, it is unclear
to us why you consider these services to be specified in number. Please clarify for us in your response letter. In addition, provide us in your response letter with the amount of revenue recognized
from this contract each year from the time of its inception through 2004.

The
company considers its services provided under the contract to serve as the National Pooling Administrator (the "Pooling Contract") to be specified in number as such services are provided pursuant
to detailed contractual terms. The contract contains various contract line item numbers ("CLINs") that detail each aspect of service to be provided from the initial design of the system to the
maintenance of the system. The company believes these services are not dependent upon an outside triggering event and are therefore not unspecified in number. As the services provided under the
contract are specified in number and dissimilar in nature, revenue is recognized based on the ratio of
direct costs incurred to total estimated direct costs plus a pro rata amount of the negotiated fee, consistent with the guidance in the Invitation to Comment.

Further,
under the Invitation to Comment, revenue should be recognized based on performance as performance determines the extent to which the earnings process is complete. The company believes that
performance under the Pooling Contract occurs continuously throughout the course of the contract. The outputs delivered under the Pooling Contract are the various design, development, implementation,
testing and maintenance services provided. As a result, the company believes that the best measure of performance under the Pooling Contract is the incurrence of costs. The Invitation to Comment
supports this view stating that "generally there is a close correlation between the amount of direct costs incurred and the extent of performance achieved." Therefore, the company believes that the
proportional performance method using a ratio of direct costs incurred to total estimated direct costs is appropriate.

The
company does not believe that the completed performance method under the Invitation to Comment is appropriate for recognizing revenue under the Pooling Contract as there is no final act which
comprises a significant portion of the services in relation to the contract as a

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whole.
Performance occurs continuously throughout the contract and not upon the execution of a significant final act.

The
company notes that the various CLINs under the Pooling Contract are subject to cost maximums. The company does not believe that the recognition of the maximum under a specific CLIN using a
straight line method is appr