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SEC Company Response from Rackable Systems, Inc. (CIK 0001316625) — May 27, 2005

Rackable Systems, Inc. (CIK 0001316625)
Date: May 27, 2005 · CIK: 0001316625 · Accession: 0001193125-05-116825

AI Filing Summary & Sentiment

File numbers found in text: 333-122576

Date
May 27, 2005
Author
THOMAS WEISEL PARTNERS LLC
Form
CORRESP
Company
Rackable Systems, Inc. (CIK 0001316625)

Letter

Securities and Exchange Commission Division of Corporation Finance Securities and Exchange Commission Division of Corporate Finance Re: Rackable Systems, Inc. (the “Company”) Registration Statement on Form S-1 File No. 333-122576

Dear Ladies and Gentlemen:

Pursuant to Rule 460 under the Securities Act of 1933, as amended, the undersigned, as representatives of the underwriters of the proposed public offering of shares of common stock, $0.001 par value per share, of the Company, hereby advise you that the Preliminary Prospectus, dated May 4, 2005 and included in Amendment No. 3 to the above-referenced Registration Statement, filed with the Securities and Exchange Commission on May 4, 2005, was distributed during the period May 4 through May 27, 2005 as follows:

•

55 to dealers

•

3,374 to institutions

•

2,898 to others

Total: 6,327 Preliminary Prospectuses

Securities and Exchange Commission

May 27, 2005

Page

Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned hereby join in the request of the Company that the effective date for the above-referenced Registration Statement on Form S-1 be accelerated so that the Registration Statement may become effective on June 1, 2005 at 5:30 p.m., Eastern Standard Time, or as soon as practicable thereafter.

Very truly yours,
THOMAS WEISEL PARTNERS LLC

Show Raw Text
CORRESP
1
filename1.htm

Acceleration Request

 May 27, 2005

 [Rackable Systems Logo]

 1933
Milmont Drive

 Milpitas, California 95035

P 408.240.8300

 F 408.321.0293

 www.rackable.com

 VIA FACSIMILE

 Securities and Exchange Commission

 Division of Corporation Finance

 450 Fifth Street, N.W.

 Washington, DC 20549

Re:

Rackable Systems, Inc.

Form S-1 Registration Statement (File No. 333-122576)

 Ladies and Gentlemen:

 The undersigned registrant hereby requests that the Commission take appropriate action to cause the above-referenced Registration Statement on Form S-1 to become effective at 5:30 p.m. Eastern Time on June 1, 2005 or
as soon thereafter as is practicable.

 Very
truly yours,

 RACKABLE SYSTEMS,
INC.

By

 /s/    Todd R. Ford

 Todd R. Ford

 Executive Vice President of Operations and Chief Financial Officer

cc:

Tom Barton

 Brett D. White, Esq.

 Scott Leichtner, Esq.

 May 27, 2005

 Securities and Exchange Commission

 Division of Corporate Finance

450 Fifth Street, N.W.

 Washington, D.C. 20549

Re:

Rackable Systems, Inc. (the “Company”)

 Registration Statement on Form S-1

 File No. 333-122576

 Dear Ladies and Gentlemen:

 Pursuant to Rule 460 under the Securities Act of 1933, as amended, the undersigned, as representatives of the underwriters of the proposed public offering
of shares of common stock, $0.001 par value per share, of the Company, hereby advise you that the Preliminary Prospectus, dated May 4, 2005 and included in Amendment No. 3 to the above-referenced Registration Statement, filed with the Securities and
Exchange Commission on May 4, 2005, was distributed during the period May 4 through May 27, 2005 as follows:

•

55 to dealers

•

3,374 to institutions

•

2,898 to others

 Total: 6,327 Preliminary Prospectuses

 Securities and Exchange Commission

 May 27, 2005

  Page
 2

 Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned hereby join in the
request of the Company that the effective date for the above-referenced Registration Statement on Form S-1 be accelerated so that the Registration Statement may become effective on June 1, 2005 at 5:30 p.m., Eastern Standard Time, or as soon as
practicable thereafter.

 Very truly yours,

 THOMAS WEISEL PARTNERS LLC

 PIPER JAFFRAY & CO.

 RBC CAPITAL MARKETS CORPORATION

 PACIFIC CREST SECURITIES INC.

 By: THOMAS WEISEL PARTNERS LLC

/s/    Jason Pedersen

By:

Jason Pedersen

Title:

Partner