-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GsmROW8PZUqk9/3oGM6jjraW/t1c1gw6ab6NpTpC4xzX+c7EkTn+Qr+BCsP2zoUZ IfFyNvV6l7Li0NcPedS6nw== 0001019687-06-001996.txt : 20061121 0001019687-06-001996.hdr.sgml : 20061121 20060821160055 ACCESSION NUMBER: 0001019687-06-001996 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060821 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ILINC COMMUNICATIONS INC CENTRAL INDEX KEY: 0001042291 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 760545043 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 2999 NORTH 44TH STREET STREET 2: SUITE 650 CITY: PHOENIX STATE: AZ ZIP: 85018 BUSINESS PHONE: 6029521200 MAIL ADDRESS: STREET 1: 2999 N 44TH STREET STREET 2: SUITE 650 CITY: PHOENIX STATE: AZ ZIP: 85018 FORMER COMPANY: FORMER CONFORMED NAME: EDT LEARNING INC DATE OF NAME CHANGE: 20010814 FORMER COMPANY: FORMER CONFORMED NAME: E-DENTIST COM INC DATE OF NAME CHANGE: 20001114 FORMER COMPANY: FORMER CONFORMED NAME: PENTEGRA DENTAL GROUP INC DATE OF NAME CHANGE: 19970822 CORRESP 1 filename1.txt James S. Ryan, III (214) 953-5801 jryan@jw.com August 21, 2006 Maryse Mills-Apenteng Via FedEx Securities and Exchange Commission 100 F Street, N.W. Mail Room 4561 Washington, D.C. 20549 Re: iLinc Communications, Inc. Amendment No. 1 to Form S-3 filed August 21, 2006 (the "Amended S-3") File No. 333-135623 Dear Ms. Mills-Apenteng: On behalf of iLinc Communications, Inc. (the "Company"), this letter is in response to the comments contained in the staff's letter (the "Comment Letter") dated July 26, 2006, regarding the above filing. The following responses indicate, where applicable, the additions or revisions that have been included in the Amended S-3 in response to the staff's comments. The responses are numbered to correspond to the numbers assigned in the Comment Letter. Capitalized terms used in this response letter but not defined herein have the meanings assigned to such terms in the Amended S-3. A marked copy of the Amended S-3 (reflecting changes from the filing made on July 6, 2006) is enclosed herewith. FORM S-3 - -------- SELLING STOCKHOLDERS - -------------------- 1. Footnote 18 to the Selling Stockholder table has been revised to identify Herald Investment Management Limited as the entity that exercises sole voting and/or dispositive powers with respect to the shares owned by Herald Investment Trust PLC. Maryse Mills-Apenteng August 21, 2006 Page 2 _______________________ PLAN OF DISTRIBUTION - -------------------- 2. The text under "Supplements" has been revised to confirm that no supplement may involve increasing the number of shares or the dollar amount registered, or include shares from a transaction other than the one to which the original filing related. WHERE YOU CAN FIND MORE INFORMATION - ----------------------------------- 3. The text under "Where You Can Find More Information" has been revised to indicate that the current address of the Commission is 100 F Street N.W., Washington D.C. 20549. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE - ----------------------------------------------- 4. The text under "Incorporation of Certain Documents by Reference" has been revised to specifically incorporate by reference the Form 8-K filed on July 6, 2006, the Form 14A filed on July 13, 2006, the Form 8-K filed on July 27, 2006, and the Form 10-Q filed on August 1, 2006. PART II - ------- UNDERTAKINGS - ------------ 5. The text under "Undertakings" has been revised to comply with the requirements of Item 512(a)(5)(ii) of Regulation S-K. LEGALITY OPINION - ---------------- 6. We confirm that the reference and limitation in the opinion to "the General Corporation Law of the State of Delaware" includes the statutory provisions and all applicable provisions of the Delaware Constitution and reported judicial decisions interpreting these laws. SIGNATURES - ---------- 7. The signatures have been revised to identify James L. Dunn, Jr. as the person signing the registration statement in the capacity of Company's principal accounting officer. Maryse Mills-Apenteng August 21, 2006 Page 3 _______________________ We would appreciate the Staff's prompt attention to this response. Please direct questions or requests to Jim Ryan of Jackson Walker L.L.P. at (214) 953-5801. Very truly yours, /s/ James S. Ryan ----------------- James S. Ryan, III JSR:asc Encl. cc: James L. Dunn, Jr. -----END PRIVACY-ENHANCED MESSAGE-----