SecProbe.io

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Mail Stop 3561
	August 15, 2005

Christopher A. Black
Senior Vice President, Chief Financial Officer
American Commercial Lines, Inc.
1701 East Market Street
Jeffersonville, IN 47130

	Re:	American Commercial Lines, Inc.
	Registration Statement on Form S-1
	Filed July 19, 2005
	File No. 333-126696

Dear Mr. Black:

      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
information so we may better understand your disclosure.  After
reviewing this information, we may raise additional comments.

      Please understand that 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
1. We note a number of blank spaces throughout your registration
statement for information that you are not entitled to omit under
Rule 430A, such as the anticipated price range and related
information based on a bona fide estimate of the public offering
price within that range.  Please allow us sufficient time to
review
your complete disclosure prior to any distribution of preliminary
prospectuses.
2. Please provide support for the qualitative and comparative
statements contained in your prospectus.  We note the following
examples:
* "We are a leading provider of barge transportation and the
largest
provider of covered dry cargo...," page 2;
* "We have a strong and diverse customer base that includes
several
of the leading industrial and agricultural companies...," page 2;
and
* "We are one of the largest and most diversified marine
transportation and service companies in the United States...,"
page
68.
These are only examples.  To the extent the statement represents
management`s belief, please tell us the basis for that belief.
Please mark your furnished support or provide page references in
your
response to the sections you rely upon for each specific
statement.
To the extent you are unable to provide support, please delete the
qualitative and comparative statement.  Please revise throughout
your
prospectus as necessary.

Table of Contents
3. We note your representation that some of the information in the
registration statement is based on independent industry
publications,
government publications, etc. and that you do not guarantee and
have
not independently verified the accuracy of the information.
Please
note that you are responsible for the entire content of the
registration statement and cannot include language that can be
interpreted as a disclaimer of the information contained in the
filing.  Please revise.

Prospectus Summary, page 1
4. Please note that the summary is merely intended to provide a
brief
overview of the key aspects of the offering.  In its current form,
your summary appears lengthy and repeats much of the information
fully discussed in the business section.  Please revise
accordingly.
See Instruction to Item 503(a) of Regulation S-K.  To the extent
you
retain limited amounts of disclosure, please consider the
applicability of comments issued in the business section.

Our Company, page 1
5. We note your citations of EBIDTA in the first paragraph of this
section.  The use of non-GAAP measurements is not appropriate in
the
base summary.  Please delete or replace these citations with net
income (loss) calculated under GAAP.
6. We note that you disclosed certain large customers beginning at
the bottom of page 2.  Please delete the names of your customers,
unless the customer provides 10% or more of your revenues.

Summary Unaudited Condensed Consolidated Pro Forma Information,
page
8
7. Please revise your explanations to include a level of detail
sufficient to facilitate the recalculation of each adjustment
presented.

Summary Historical Consolidated Financial Information, page 11
8. In light of your emergence from bankruptcy, which resulted in
material amounts of extraordinary gain from the discharge of debt
and
nonrecurring expense from reorganization items and fresh start
adjustments, we believe you should remove all references to EBITDA
from your filing because the inclusion of the aforementioned
material
amounts prevents your presentation of EBITDA from providing useful
information to investors.  See Item 10(e) of Regulation S-K for
guidance.
9. Please revise your presentation to present Other Financial Data
in
the position of least prominence in accordance with Section 2 of
FR
65.  Specifically, Balance Sheet Data should be placed above Other
Financial Data.  Similar revisions should be made throughout your
filing, including your presentation of Selected Consolidated
Financial Data on page 32.

Risk Factors, page 14
10. Please revise your risk factor subheadings to concisely state
the
specific material risk to your company or investors and the
consequences should that risk factor occur.  Please avoid simply
referring to a fact about your company or a future event in your
subheadings.  Furthermore, stating that the risk may "adversely
affect" your business does not adequately address the potential
consequences.  For example, the following risk factor subheadings
should be revised accordingly:

* Our industry has previously suffered..., page 14;
* The inland barging business is subject..., page 15; and
* Restrictions under, or the repeal or substantial..., page 16.

    These are only examples.  Please revise accordingly
throughout.
11. In general, information that may be readily transferable to
other
offering documents or describes circumstances that may apply
equally
to other businesses that are similarly situated is generic
immaterial
information, which should not be included in your risk factor
section.  Please eliminate all generic or speculative disclosure
from
your risk factor section, or revise to state specific material
risks
to your particular company, or to the purchasers in this offering.
For example, we note the following risk factors:

* Changes to domestic or international government..., page 16;
* We are exposed to the risk of nonpayment..., page 19;
* A major accident involving one of the our vessels..., page 19;
* Our insurance could be inadequate..., page 20;
* Work stoppages by our union employees..., page 20;
* We are dependent on the retention of key personnel..., page 20;
* We are subject to, and may be subject to..., page 22; and
* Warranty claims asserted against us in the future..., page 22.

If you elect to retain these risk factors in your prospectus, you
must clearly explain how they specifically or uniquely apply to
your
company, industry, offering, etc.  Again, these are only a few
examples.  Please revise accordingly throughout.
12. Many of your risk factors indicate that if the risk
materializes,
your "business, financial condition and results of operations"
would
be adversely affected.  Please revise to more precisely articulate
the specific risk or consequence that would result from each risk
factor.

Restrictions under, or the repeal or substantial amendment...,
page
16
13. To provide proper context, please expand the risk factor to
indicate your current ownership percentage held by U.S. citizens.

Our financial condition and results of operations..., page 22
14. Please expand your disclosure to clearly discuss the material
risk resulting from the inability to compare your current
financial
condition and results of operations with your historical financial
statements.

Cautionary Statement Regarding Forward-Looking Statements, page 27
15. The safe harbor provided by the Private Securities Litigation
Reform Act of 1995 for forward-looking statements is not available
for an initial registration statement.  In addition, the safe
harbor
in not available for an initial public offering, pursuant to
Section
27A(b)(2)(D) of the Securities Act and Section 21E(b)(2)(D) of the
Exchange Act.  Please delete references to the Private Securities
Litigation Reform Act of 1995 here and on page 57.

Use of Proceeds, page 28
16. We note that you will use the proceeds of the offering to
discharge certain indebtedness.  If the indebtedness to be
discharged
was incurred within one year, please describe the use of proceeds
of
the indebtedness other than short-term borrowings used for working
capital.  See Instruction 4 to Item 504 to Regulation S-K.

Current Trading of ACL Common Stock, page 30
17. Item 201(a)(1)(i) of Regulation S-K states that "[t]he
existence
of limited or sporadic quotations should not of itself be deemed
to
constitute an `established public trading market.`"  In this
regard,
we note your disclosure concluding that there is no established
trading market for your common stock.  It is therefore unclear why
you cite the Pink Sheet quotations.  Also, Item 201(a)(1)(iii) of
Regulation S-K states "[w]here there is an absence of an
established
public trading market, reference to quotations shall be qualified
by
appropriate explanation."  If you choose to cite the Pink Sheet
quotations, then please revise to more clearly provide an
appropriate
explanation for referencing the quotations disclosed.

Management`s Discussion and Analysis of Financial Condition and
Results..., page 34
18. Please confirm that you do not have any off-balance sheet
arrangements.  See Item 303(a)(4) to Regulation S-K.

Overview, page 34
19. The table on page 36 that illustrates the effect of your
reorganization initiatives shows a substantial improvement in
EBITDA
between Fiscal Year 2002 and Fiscal Year 2004.  However, as noted
in
prior comment 8, your EBITDA for Fiscal Year 2004 was materially
affected by items related to your emergence from bankruptcy.
Accordingly, we believe the references to EBITDA and EBITDA margin
should be removed from this table.
20. The same table on page 36 shows a substantial increase in
revenue
per barge.  However, it is unclear how much of this increase is
attributable to contract adjustments related to fuel price
increases.
We believe the effect of these contract adjustments should be
clearly
explained.  In this regard, please ensure that you quantify and
discuss increases in your revenue that are attributable to
improvements in your operations separately from increases in your
revenue that result from factors outside of your control, such as
increased fuel prices.
Outlook, page 37
21. We note from your disclosure on page 19 that your long-term
contract with your largest customer, Cargill, expires at the end
of
December 2005.  This type of known uncertainty and its potential
effect of your operations should be discussed here.  Please
revise.
22. We note from your disclosure with respect to use of proceeds
on
page 28 that a prepayment premium will be payable under the terms
of
the 2015 Senior Notes.  Please disclose the expected amount of
this
prepayment premium and state that such amount will be expensed,
when
paid.  Also, discuss the reasons for management`s willingness to
incur a penalty to retire these ten-year notes after only about
six
months from the time of their issuance.

Results of Operations, page 39
23. As noted in a prior comment 20, we believe you should more
fully
discuss the effects of contract adjustments, for example, fuel
surcharges, on your reported revenues.  Also, it is unclear from
your
current discussion of operating results what portion of the fuel
price increases cited as reasons for increased operating expenses
were recovered through these surcharges.  Please revise, as
appropriate.
24. Please expand to provide comparative disclosure for net income
(loss).

Contractual Obligations and Commercial Commitments Summary, page
52
25. We note that you have included only principal payments in your
table of contractual obligations.  We believe you should also
include
estimated interest payments in the table or, in the alternative,
include additional disclosure regarding interest payments in a
footnote to the table.  For variable rate debt, you should include
a
discussion of the methodology used in the calculation.  See
Section
III.D of FR-67 and IV.A of FR-72 for guidance.
26. We note from your narrative disclosure accompanying your
tabular
presentation that there are several obligations related to the
Plan
of Reorganization to be paid prior to February 2006.  Please
revise
your tabular presentation to include these amounts, or explain
your
basis for not doing so.
27. We note from your disclosure that you have a $1.4 million
guarantee outstanding on indebtedness of an equity investee.
Please
explain the facts and circumstances surrounding this guarantee,
and
how you have considered the provisions of FIN 45 in accounting for
its fair value.  Include in your response when this guarantee was
originated and how you measured its fair value.

Quantitative and Qualitative Disclosures About Market Risk, page
56
28. Please furnish the full disclosure required by Item 305 of
Regulation S-K.  For example, please expand your disclosure under
"Interest Rate Other Risks" to disclose the potential loss in cash
flows of the $176.1 million of floating rate debt resulting from
one
or more selected hypothetical changes in the interest rate.  See
Item
305(a) to Regulation S-K.  To the extent material, please also
disclose the qualitative information of market risk.  See Item
305(b)
to Regulation S-K.

Industry, page 58

Dry Cargo Demand on the Inland Waterways, page 60
29. We note your disclosure citing statistics relating to the
primary
dry cargo commodities.  For example, under "Coal," you disclosed
that
"[a]n estimated 163 million tons of domestic coal" was moved by
barge
in 2004 and that over the past few years, "[d]emand for coal has
increased as a result of increasing global energy
requirements...."
Please note that the source(s) of statistical data or similar
types
of disclosure should be disclosed in your prospectus.  Please
revise
here and throughout your prospectus as necessary.

Business, page 68

Our Business Strategy, page 70
30. Please expand your disclosure under "Reduce Costs and Improve
Productivity" to more fully describe the "strategic alliances via
interchange agreements" that you are currently pursuing.

Customers, page 72
31. We note your disclosure under "Manufacturing" that you are a
"[s]ignificant customer of Jeffboat."  Please expand your
disclosure
to state the percentage of Jeffboat`s revenues that your business
represents.

Competition, page 82
32. We note that your disclosure appears to focus on your
competitive
position regarding fleet size.  Item 101(c)(1)(x) of Regulation S-
K
states, "The principal methods of competition (e.g., price,
service,
warranty or product performance) shall be identified, and positive
and negative factors pertaining to the competitive position of the
registrant, to the extent that they exist, shall be explained if
known or reasonably available to the registrant."  Please revise
to
furnish the complete disclosure required by Item 101(c)(1)(x) of
Regulation S-K, as appropriate.

Environmental Regulation, page 84
33. Please disclose the material effects that compliance with
Federal, State and local provisions which have been enacted or
adopted regulating the discharge of materials into the
environment,
or otherwise relating to the protection of the environment, may
have
upon the capital expenditures, earnings and competitive position
of
you and your subsidiaries.  Further, please disclose any material
estimated capital expenditures for environmental control
facilities
f