SEC Company Response from SIMMONS CO (CIK 0001275211) — Dec 27, 2005
SIMMONS CO (CIK 0001275211)
Date: Dec. 27, 2005 · CIK: 0001275211 · Accession: 0000950144-05-013033
AI Filing Summary & Sentiment
File numbers found in text: 333-124138
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Simmons Company
One Concourse Parkway, Suite 800
Atlanta, Georgia 30328
December 27, 2005
VIA EDGAR AND FACSIMILE
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Simmons Company
Registration Statement on Form S-4 (No. 333-124138)
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as
amended (the "Act"), Simmons Company (the "Company") hereby respectfully
request that the effective date of the Company's Amendment No. 2 to Registration
Statement on Form S-4 (File No. 333-124138) (the "Registration Statement") be
accelerated so that it becomes effective at 3:00 p.m. (Eastern time) on December
29, 2005 or as soon thereafter as practicable.
In connection with the filing of the Registration Statement,
the Company acknowledges that the disclosure in the filing is the responsibility
of the Company. The Company represents to the Commission that should the
Commission or the staff acting pursuant to delegated authority, declare the
filing effective, it does not foreclose the Commission from taking any action
with respect to the filing and the Company represents that it will not assert
this action as a defense in any proceeding initiated by the Commission or any
person under the federal securities laws of the United States.
The Company further acknowledges that the action of the
Commission or the staff, acting pursuant to delegated authority, in declaring
the filing effective does not relieve the Company from its full responsibility
for the adequacy and accuracy of the disclosures in the filing.
The Company hereby confirms to you that it is aware of its
obligations under the Act and the Securities Exchange Act of 1934, as amended,
with respect to the public offering of securities specified in the Registration
Statement.
Please call Alexander Lynch of Weil, Gotshal & Manges LLP at
(212) 310-8971 to confirm such effectiveness or if you have any questions.
Very truly yours,
Simmons Company
By: /s/ William S. Creekmuir
-----------------------------------------
Name: William S. Creekmuir
Title: Executive Vice President and Chief
Financial Officer
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