SecProbe.io

January 21, 2011
 John Salerno Chief Executive Officer  iGambit, Inc. 1600 Calebs Path Extension, Suite 114 Hauppauge, New York  11788

Re:  iGambit, Inc.
Amendment No. 4 to Registrati on Statement on Form 10
Filed January 6, 2011 Form 10-K/A for Fiscal Year Ended December 31, 2009 Filed September 13, 2010 Form 10-Q/A for Fiscal Period Ended March 31, 2010 Filed September 13, 2010 Form 10-Q for Fiscal Period Ended June 30, 2010 Filed August 16, 2010 Form 10-Q for Fiscal Period Ended September 30, 2010 Filed November 22, 2010
File No. 000-53862

Dear Mr. Salerno:
We have reviewed the amendment to your re gistration statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we may
better understand your disclosure.
 Please respond to this letter within te n business days by amending your registration
statement and periodic reports, and by providing the requested information. If you do not believe
our comments apply to your facts and circum stances or do not believe an amendment is
appropriate, please tell us  why in your response.
 After reviewing any amendments to your regist ration statement and periodic reports, and
the information you provide in response to thes e comments, we may have  additional comments.
 Amendment No. 4 to Registration Statement on Form 10

1. Please apply comments 4-10 below to your Form 10-K for the fiscal year ended
December 31, 2009, Form 10-Q for the fiscal period ended March 31, 2010, Form 10-Q for the fiscal period ended June 30, 2010, and Form 10-Q for the fiscal period ended September 30, 2010, as applicable.

John Salerno iGambit, Inc. January 21, 2011 Page 2

2. Please update the disclosure throughout your filing as of a more recent date.  As
examples only, we note the following:
 Bad debt charges are currently disc losed as of December 31, 2009 (page 13);
 The beneficial ownership table is as of August 15, 2010 (page 18);
 The information under “Holders” is as of August 15, 2010 (page 23); and
 The information under Item 11 is as of November 30, 2009 (page 25).

3. Please update your compensation disclosure to  include the required information for your
recently completed fiscal year ended December 31, 2010.  For additional guidance,
please refer to Interpretive Response 217.11 of  the Division of Corporation Finance’s
Regulation S-K Compliance & Disclosure Inte rpretations availabl e on our website at
http://www.sec.gov/divisions/corpf in/guidance/regs-kinterp.htm
.
 Annual Financial Statements, page F-1

 Report of Independent Registered  Public Accountant, page F-1

4. We reviewed your response to comment three in our letter dated December 20, 2010
noting that, according to your auditor, the audit report does not need to include an
explanatory paragraph referring to the correction of errors disclosed in Note 4 and does
not need to be dated accordingly primarily “due to materiality”.  In light of your
conclusion that a restatement was warrant ed, the notion of immateriality would not
appear to apply in this case.  As such, we continue to point to Auditing Standards
Codification Sections AU 420.12 and 530.05.  We  further refer you and your auditor to
paragraph 9 of Auditing Standard Number 6 that notes the correction of a material
misstatement in previously issued financia l statements should be recognized in the
auditor's report on the audited financial statements through the addition of an explanatory
paragraph.
 Consolidated Statements of Cash Flows, page F-5

5. We reviewed your response to comment f our in our letter date d December 20, 2010.  It
appears that net cash provided by discontinue d operations from operating and investing
activities for the years ended December 31, 2009 and December 31, 2008 and for the nine months ended September 30, 2010 and Septembe r 30, 2009 presented in your statements
of cash flows still is not consistent with  the disclosure of cash received from DDC
disclosed on pages 7 and 17.  Further, the di sclosure of cash received from DDC for the
nine months ended September 30, 2010 disclose d on page 17 appears inconsistent when
comparing to the disclosure of cash received from DDC disclosed on page 7.  As previously requested, please re vise and/or reconcile for us  the amounts disclosed on page
7, page 17 and the net cash provided by di scontinued operations from operating and
investing activities for the years e nded December 31, 2009 and December 31, 2008 and
for the nine months ended September 30, 2010 and September 30, 2009 presented in your
statements of cash flows.

John Salerno iGambit, Inc. January 21, 2011 Page 3

 6. We reviewed your response to comment five in our letter dated December 20, 2010.
Please explain why your classificatio n of the $141,538 repayment of prepaid
contingencies as net cash used in operating activities rather than net cash used in
financing activities complies with the guida nce in ASC 230.   In this regard, the
disclosure in the third pa ragraph on page F-11 suggests that the $141,538 was borrowed
from DDC and, therefore, the repayment of  the $141,538 would appear to represent a
repayment of a borrowing.
 Notes to Financial Statements, page F-6

 Note 4. Restatement of Prior Period Conso lidated Financial Statements, page F-14

7. We reviewed your response to comment seven in our letter dated December 20, 2010
noting your statement that no stock options  or warrants vested until May 26, 2010 and
therefore, you did not recognize compensation expense in the three months ended March
31, 2010.  Based on this statement and revi ew of the terms of certain warrants
outstanding disclosed on pages 24 and 25, it appears that you do not recognize stock-
based compensation for stock options and warra nts prior to vesting dates.  If this
assumption is incorrect, please advise in de tail.  Otherwise, please explain how this
accounting policy complies with ASC 718-10-35- 2 which states that the compensation
cost for an  award of share-based  employee compensation classified as equity shall be
recognized over the requis ite service period.
 8. We reviewed your response to comment ei ght in our letter dated December 20, 2010.
Please confirm that the proposed disclosure pr ovided in the response will be included in
an amended Form 10-K for the fiscal year ended December 31, 2009 or otherwise advise.
In addition, as previously requested, please te ll us whether you intend to reconsider the
adequacy of your previous disclosures in  your annual and quarte rly periodic reports
regarding the effectiven ess of your disclosure controls and procedures in light of the
restatements.  Also tell us whether yo u intend to amend your annual and quarterly
periodic reports to revise your disclosure and describe the ef fect of the restatement on the
officers’ conclusions regarding the effectiveness of disclosure controls and procedures.  If
your disclosure controls and procedures are e ffective despite the rest atement, please tell
us the basis for the officers’ conclusions.
 Note 6. Stock Based Compensation, page F-18

9. We reviewed your response to comment 12 in our letter dated December 20, 2010.  We
understand that the weighted average grant-date fair value of all warrants and options was
$0.10 for all periods presented.  In additi on, we understand that the common shares
underlying the warrants and options  were also determined to have a fair value of $0.10
for all periods presented.  If our understand ing is incorrect, please advise.  Otherwise,
please provide us with the assumptions used to  value all options and warrants issued from
January 1, 2008 through September 30, 2010, including but not limited to the

John Salerno iGambit, Inc. January 21, 2011 Page 4

assumptions used to measure, at the end of  each reporting period, the warrants granted to
the securities broker firm a nd securities law firm as di scussed in your response to
comment 11 in our letter dated December 20, 2010.  We are requesting this information
since we are having difficulty recalculating an approximate $0.10 grant date fair value for
all options and warrants with  the exception of the 1,500,000 options issued to Jekyll in
the business acquisition.
 10. We reviewed your response to comment 13 in  our letter dated December 20, 2010.  Your
response did not adequately address all aspect s of our comment.  Therefore, the comment
is repeated.  We reviewed your response s to comments 12 and 14 in our letter dated
October 6, 2010, your response to comment 29 in our letter dated July 1, 2010 and your
disclosures throughout the Registration Statemen t.  It appears that you have used a $0.10
common share fair value when: 1) valuing the common shares and the common shares
underlying options issued in the Jekyll acq uisition, 2) valuing the common shares
underlying options and warrants granted in the years ended December 31, 2008 and December 31, 2009 and the nine months ended September 30, 2010, and 3) measuring the common shares underlying the warrants gr anted to the securities broker firm and
securities law firm in compliance with  FASB ASC 505-50-30-11 and 505-50-30-12 as of
the end of each reporting period.  If not, please advise.  If so, please explain why the fair
value of your common shares has not changed from December 31, 2008 through
September 30, 2010 considering the expiration of  a significant portion of the five year
contingency payment term with DDC, the i ssuance of any securities and the purchase and
of Jekyll.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing incl udes the information the Securities Act of 1933 and
all applicable Securities Act rules require. Si nce the company and its management are in
possession of all facts relating to a company’s disc losure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
You may contact Adam Phippen, Staff Accountant, at (202) 551-3336 or Jason
Niethamer, Assistant Chief Accountant, at (202) 551-3855 if you have questions regarding
comments on the financial statements and related matters.  Please contact Lilyanna L. Peyser,
Attorney Advisor, at (202) 551-3222 or me  at (202) 551-3725 with any questions.

Sincerely,    H. Christopher Owings  Assistant Director
 cc:  Joel D. Mayersohn, Esq.
Via Facsimile