SecProbe.io

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Jeffrey A. Baumel

973.639.5904
Fax 973.297.3814
jbaumel@mccarter.com

December 5, 2005

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC  20549

Attn: David Roberts

Re:   American Caresource Holdings, Inc. (the "Company" or the "Registrant")
      Registration Statement on Form SB-2 filed February 14, 2005
      File No. 333-122820

Dear Mr. Roberts:

      Filed today is Amendment No. 9 to the above referenced registration
statement (the "Registration Statement") marked to show changes from the
registration statement filed with the Commission on December 2, 2005. This
letter responds to the Commission's letter to the Company, dated November 30,
2005 (the "SEC Letter"), regarding the Registration Statement. Set forth below
is the text of the comment contained in the SEC Letter and the Company's
response thereto. The heading and numbered paragraphs below correspond to the
headings and paragraph numbers in the SEC Letter. Page references in the
Company's responses to the SEC comments correspond to the page numbers in the
enclosed marked copy of the amended Registration Statement.

General

1.    Please file as correspondence on EDGAR the response letter you submitted
      to us on October 25, 2005.

      In response to the Staff's comment above, the response letter submitted to
      the Commission on October 25, 2005 has been filed as correspondence.

2.    We note that 12,071,309 shares of ACS common stock will be distributed to
      PATY stockholders, 1,705,756 of which will represent restricted shares
      distributed to purchasers in PATY's private offering who became PATY
      shareholders before the record date for the distribution of ACS stock was
      set. Please advise us as to how this figure is consistent with your
      disclosure that purchasers in PATY's private offering purchased an
      aggregate of 3,411,512 shares of PATY common stock and that 547,244
      additional shares of PATY common stock were issued in connection with the

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Securities and Exchange Commission
December 5, 2005
Page 2

      CareGuide acquisition, for an aggregate of 3,958,756 shares of PATY common
      stock. Since one share of ACS common stock is being issued for every two
      shares of PATY common stock outstanding, and after taking into account the
      reverse stock split of 1-for-1.1246645 effective as of November 14, 2005,
      it appears that approximately 1,759,971 shares of ACS common stock would
      be issued privately as a result of these transactions. Please advise us to
      how you determine that 1,705,756 is the correct figure.

      In response to the Staff's comment above, we have revised the Registration
      Statement to reflect the corrected number of shares. These revisions
      include rounding related to fractional shares and, additionally the
      previous filing did not exclude from the number of shares registered the
      273,618 shares of common stock of ACS that would be issued in connection
      with the CareGuide acquisition in lieu of accrued dividends on preferred
      stock which should not have been included. We also noted that the
      description of the 1.1246645 for 1 stock split effective November 14, 2005
      has been modified to make more clear that the stock split was in fact a
      forward split.

      As a note, an aggregate of 12,071,309 shares are being distributed by the
      Registrant, of which 10,091,899 shares are being distributed pursuant to
      the Registration Statement and 1,979,410 shares are being issued privately
      . Further approximately 300,000 shares are being retained by Patient
      Infosystems, of which 146,482 shares are being registered for resale by
      the Registrant from time to time. The Registration Statement now clearly
      reflects these distinctions.

      Shares to be issued privately include 1,705,792 shares to Patient
      Infosystems private placement investors (issued on a one for two basis
      from 3,411,512 PATY shares) and 273,618 shares to holders of shares issued
      in lieu of PATY preferred stock dividends in connection with the Care
      Guide Acquisition (issued on a one for two basis from 547,244 PATY shares)
      for a total of 1,979,410 shares. Note that share amounts do not convert
      exactly on a one for two basis due to rounding of fractional shares.

Liquidity and Capital Resources, page 22

3.    We note you have amended this filing to increase the number of your shares
      that Mr. Pappajohn, Dr. Schaffer and Mr. Kinley would receive in
      connection with their warrants as well as a decrease in the exercise
      prices of the warrants from $0.45 to $.40 per share from $.55 to $49 per
      share. Please advise us as to the reason for the increase. If there have
      been amendments to the Stock Purchase Warrant agreements, please file the
      amended agreements as Exhibits.

      The warrant agreements have not been amended. The stated exercise price
      and number of warrants outstanding were adjusted to reflect the effect of
      anti-dilution adjustments on the Warrants resulting from the 1.1246645 for
      1 stock split effective November 14, 2005.

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Securities and Exchange Commission
December 5, 2005
Page 3

Certain Relationships and Related Transactions, page 33

4.    Please advise us as to why you removed disclosure from the prospectus
      indicating that ACS used $1.45 million from its credit line to satisfy
      intercompany indebtedness to PATY. If this did, in fact, occur, please
      revise to include this disclosure. If not, please revise to disclose the
      current balance due to PATY by ACS as well as the current amount of the
      credit line that has been drawn down and the uses of the funds drawn from
      the credit line.

      In response to the Staff's comment above, the Registration Statement has
      been revised at page 30. The disclosure was inadvertently deleted
      including details with respect thereto.

Financial Statements

Notes to Unaudited Condensed Financial Statements for the Period Ended September
30, 2005

Issuance of Warrants, page F-25

5.    We note that you plan on filing a registration statement for the benefit
      of the holders of ACS common stock who acquire shares of Patient
      Infosystems during the October 2005 offering. Advise us if you have any
      requirements to also register the shares underlying the recent issuances
      of warrants as part of that registration statement. Note paragraphs 14-18
      of EITF 00-19, which discusses the accounting treatment when a contract is
      not permitted to be settled in unregistered shares. In addition please
      provide us with the general terms of the warrants. For example, please
      advise us whether or not there is a cashless exercise option associated
      with your warrants, which would permit the warrant holder to exercise the
      warrant without paying cash and to receive the intrinsic value of the
      warrants in an equivalent number of shares of common stock.

      The warrant agreements do not contain any requirement to register the
      shares underlying the warrants and therefore paragraphs 14-18 of EITF
      00-19 regarding the accounting treatment when a contract is not permitted
      to be settled in unregistered shares do not apply.

      The general terms of the warrants include the following:

      a. Term                 Five years from date of issuance

      b. Exercise price and   As specified in each stock purchase warrant. The
      number of shares;       number of shares and exercise price will be
      restricted securities   adjusted for stock splits, dividends and similar
                              transactions. The warrants are exercisable to
                              purchase restricted securities.

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Securities and Exchange Commission
December 5, 2005
Page 4

      c. Payment for shares   May be paid by the warrant holder in cash or may
                              elect to receive shares in a "net exercise." The
                              warrant holder does not have the option to receive
                              any cash payments, except for the value of a
                              fractional share.

      d. Anti-dilution        The warrants contain a provision whereby the
      provisions              exercise price of the warrants and the number and
                              kind of securities purchasable under the warrant
                              may be adjusted in a number of circumstances which
                              would lead to the dilution of the warrant holder.

      e. Notice provisions    The warrant holders are entitled to notice when
                              certain corporate actions occur.

Part II

Item 26. Recent Sales of Unregistered Securities, page II-2

6.    We reissue comment 3, from our Comment Letter dated October 11, 2005, in
      part. Please break out your disclosure to discuss the specific issuances
      of warrants made to each individual, including the dates of the issuances.

In    response to the Staff's comment above, the specific issuances of warrants
      made to each individual has been set forth in Item 26 including details
      with respect thereto.

      We appreciate your prompt response to our filing. If you have any
questions, or if we may be of any assistance, please contact the undersigned at
(973) 622-4444.

Very truly yours,

/s/ Jeffrey A. Baumel

Jeffrey A. Baumel

JAB:an
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