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SEC Company Response from eHealth, Inc. (EHTH) (CIK 0001333493) (EHTH) — Oct 10, 2006

eHealth, Inc. (EHTH) (CIK 0001333493)
Date: Oct. 10, 2006 · CIK: 0001333493 · Accession: 0001193125-06-205756

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File numbers found in text: 333-133526

Date
October 10, 2006
Author
Morgan Stanley & Co. Incorporated
Form
CORRESP
Company
eHealth, Inc. (EHTH) (CIK 0001333493)

Letter

Re: eHealth, Inc.

Underwriter Acceleration Request

October 10, 2006

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Mr. Greg Belliston

Registration Statement on Form S-1 (No. 333-133526)

Ladies and Gentlemen:

In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Morgan Stanley & Co. Incorporated and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several Underwriters, hereby join in the request of eHealth, Inc. (the “Company”) for acceleration of the effective date of the above-referenced Registration Statement so that such Registration Statement will be declared effective by the Securities and Exchange Commission at 4:00 p.m., Eastern Daylight Time, on October 12, 2006, or as soon thereafter as is practicable.

Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, we wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus dated September 25, 2006, through October 10, 2006 at 5:00 p.m., Eastern Daylight Time:

Preliminary Prospectus dated September 25, 2006

15,412 copies to prospective underwriters, institutional advisors, dealers and others

The undersigned, as representatives of the several Underwriters, has and will, and each Underwriter and dealer has advised the undersigned that it has and will, comply with Rule 15c2-8 of the General Rules and Regulations under the Securities Exchange Act of 1934.

Very truly yours,
Morgan Stanley & Co. Incorporated

Show Raw Text
CORRESP
1
filename1.htm

Underwriter Acceleration Request

 October 10, 2006

 Securities and Exchange Commission

 Division of Corporate Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention: Mr. Greg Belliston

Re:
eHealth, Inc.

Registration Statement on Form S-1 (No. 333-133526)

 Ladies and Gentlemen:

 In accordance with Rule 461 of the General Rules and Regulations under the
Securities Act of 1933, as amended, Morgan Stanley & Co. Incorporated and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several Underwriters, hereby join in the request of eHealth, Inc. (the
“Company”) for acceleration of the effective date of the above-referenced Registration Statement so that such Registration Statement will be declared effective by the Securities and Exchange Commission at 4:00 p.m., Eastern Daylight Time,
on October 12, 2006, or as soon thereafter as is practicable.

 Pursuant to Rule 460 of the General Rules and Regulations under the
Securities Act of 1933, we wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus dated September 25, 2006, through October 10, 2006 at 5:00 p.m., Eastern Daylight Time:

Preliminary Prospectus dated September 25, 2006

 15,412 copies to prospective underwriters, institutional advisors, dealers and others

 The undersigned, as
representatives of the several Underwriters, has and will, and each Underwriter and dealer has advised the undersigned that it has and will, comply with Rule 15c2-8 of the General Rules and Regulations under the Securities Exchange Act of 1934.

 Very truly yours,

 Morgan Stanley & Co. Incorporated

 Merrill Lynch, Pierce, Fenner & Smith Incorporated

 as representatives of the several underwriters

 By: Morgan Stanley & Co. Incorporated

/s/ Bradley Rencher

Signature

Bradley Rencher, Associate

Print Name and Title of Authorized Signatory

 By: Merrill Lynch, Pierce, Fenner & Smith Incorporated

/s/ Mark Watt

Signature

Mark Watt, Vice President

Print Name and Title of Authorized Signatory