SecProbe.io

<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>

November 10, 2004

Mail Stop 0408

By U.S. Mail and facsimile to (917) 777-2896.

William M. Webster, IV
Chief Executive Officer
Advance America, Cash Advance Centers, Inc.
135 North Church Street
Spartanburg, SC 29306

Re:	Advance America, Cash Advance Centers, Inc.
	Form S-1, amended October 21 and October 29, 2004
	File No. 333-118227

Dear Mr. Webster:

	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.

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

General comments on your filing

Summary - page 1
1. We note the changes made to the opening paragraphs of this section
in response to prior comment 1.  The shortened versions and pronouns
used in the document should be clear for the context.  Please remove
the second paragraph and ensure that all pronouns and shortened terms
are clear throughout the document.  Also, please move the disclosure
regarding your trademarks to an appropriate portion of the document
after the forepart.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations - page 37
Discussion of Critical Accounting Policies and Estimates - page 41
2. We note your response to our prior comment 15 and your revised
disclosures.  Your revision to the first sentence of the revenue
recognition policies does not seem appropriate as it implies that as
long as revenues are properly recognized, the rest of your financial
results could not be misstated.  Additionally, the first two
paragraphs of the section titled "Discussion of Critical Accounting
Policies and Estimates" seem to indicate that the accounting policies
that follow the introduction are those that involve the use of
significant estimates and assumptions.  Since your revenue
recognition policies do not involve the use of significant estimates
that could have a material impact on your financial statements (as
discussed in Section V of Release 33-8350/34-48960), consider
eliminating your revenue recognition policy from the discussion of
critical accounting estimates.

Consolidated Financial Statements - page F-1

Note 1 - Description of Business and Significant Accounting Policies
- page F-8
3. You disclose on page F-15 that for purposes of disclosure required
by SFAS 131, you operate in one segment, payday cash advances to
individuals.  However, in your response to comment 17, you state that
for goodwill impairment purposes, you consider your reporting units
to be at the zone level.  Since reporting units are defined in SFAS
142 as operating segments (under SFAS 131) or one level below
operating segments, please supplementally, in full detail, tell us
how you determined that you met the aggregation criteria of paragraph
17 of SFAS 131 in order to present one operating segment.
4. It seems that your agency and business models do not have similar
economic characteristics. Additionally, it seems they do not use
similar methods to distribute services and have different regulatory
environments given the recent litigation filed against you in Georgia
and North Carolina related to your agency business models. Refer to
paragraph 17(d) and (e) of SFAS 131.  Please supplementally tell us
how you determined that your agency business model and standard
business model do not represent two different operating segments
under paragraphs 17-21 of SFAS 131.
5. We note your supplemental responses to our prior comments 27 and
28.  We are unable to concur with your conclusion that your method of
accounting for center closing costs is in accordance with GAAP.
Specifically, although we note your statement that the decision to
close a center typically occurs concurrent with or within days of the
actual center closing, you should not record significant center
closing costs at the end of a quarter when those costs are not
actually incurred until a few days after quarter-end. Refer to
paragraphs 17 and B51 of SFAS 146. Please revise your accounting
policies with respect to center closing costs in future filings so
that they are consistent with the relevant provisions of SFAS 146.
6. There appears to be an error in your basic and diluted pro-forma
earnings per share for the nine months ended September 30, 2004.
Please review the calculations included in your pro-forma table and
revise as necessary.

Note 12 - Commitments and Contingencies - page F-27
7. We note your response to our prior comment 33 and your revisions
to note 12.  Please revise your MD&A section to include your
discussion of the negative financial statement implications that
could occur if the North Carolina operations are shut down or
suspended.  Consider revising MD&A to include the potential financial
statement impact you disclosed on page F-30.  Refer to Section
III.B.3 of Release 33-8350/34-48960.
8. In light of your disclosures on page F-30 that the recent
investigation by the North Carolina Attorney General`s Office may
cause you to alter or cease using the agency business model in North
Carolina, please supplementally tell us whether you updated your
goodwill impairment testing as of September 30, 2004.  If no update
was performed, please supplementally tell us why management did not
deem this necessary (refer to paragraphs 8c and 8f of SFAS 144).  If
an update was performed, please supplementally tell us the results of
your analysis and the factors considered in performing your analysis.
9. As a related matter, please revise note 12 to disclose the amount,
if any, of goodwill that may be impaired if you cease using the
agency business model in North Carolina.
10. Based upon your response to our prior comment 16 and the table on
pages 77 and 78, it appears that you operate under both the standard
and the agency business model in North Carolina.  However, it is
unclear whether the $2.2 million potential impact to monthly net
revenues and the $7.3 million potential shut down costs you disclose
in note 12 are based upon the assumption that all operations in North
Carolina would cease or just your agency business model operations in
North Carolina.  Please revise to clarify.

*	*	*

Closing Comments

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 urge all persons who are responsible for the accuracy and adequacy
of the disclosure in the filings reviewed by the staff to be certain
that they have provided all information investors require for an
informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they
have made.

	Notwithstanding our comments, in the event the company requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such request,
acknowledging 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;
* 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 disclosure in the filing; and
* the company may 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.

	In addition, please be advised that the Division of Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of your
filing or in response to our comments on your filing.

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.

You may contact Lisa Haynes, Staff Accountant, at (202) 824-5398 or
Donald Walker, Senior Assistant Chief Accountant, at (202) 942-1799
if you have questions regarding comments on the financial statements
and related matters.  You may contact Christian Windsor, Staff
Attorney, at (202) 942-1974 or me at (202) 942-2889 any other
questions regarding this review.

						Sincerely,

						William Friar
						Senior Financial Analyst

cc:	Via US MAIL AND FACSIMILE: (917) 777-2896
Susan J. Sutherland, Esq.
Adam Waitman, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
4 Times Square
New York, NY 10036
Advance America, Cash Advance Centers, Inc.
William M. Webster, IV CEO
Page 5 of 5

</TEXT>
</DOCUMENT>