CORRESP 1 filename1.htm

 

Global Markets & Investment Banking

 

 

 

 

 

4 World Financial Center-5th Floor

 

 

New York, New York 10080

 

 

 

212-449-6500

 

 

 

       October 3, 2006

Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549

Attention:    Perry Hindin
     Division of Corporation Finance

Re:          Danaos Corporation
                Registration Statement No. 333-137459

Gentlemen:

We hereby join the company in requesting that the effective date for the registration statement referred to above be accelerated so that it will be declared effective at 2:00 p.m. on October 5, 2006, or as soon thereafter as possible, pursuant to Rule 430A.

The underwriters of the above issue were advised by invitation wire and in subsequent underwriting papers that they must comply with the provisions of SEC Release No. 33-4968 of the 1933 Act and Rule 15c2-8 under the 1934 Act. Copies of the preliminary prospectus have been or will be made available in sufficient time for distribution to all prospective purchasers no less than 48 hours prior to the time it is expected confirmations will be mailed. The undersigned, as joint-lead managers, have and will, and each underwriter and each dealer has advised the undersigned that it has and will comply with Release No. 33-4968 of the 1933 Act and Rule 15c2-8 under the 1934 Act.




In connection with the foregoing and pursuant to Rule 460 please be advised that the undersigned have effected approximately the following distribution of copies of the Preliminary Prospectus dated September 19, 2006.

 

N.Y.S.E.

1

 

 

Financial Services and Publications

15

 

 

N.A.S.D.

5

 

 

Underwriters

14,100

 

 

Dealers

50

 

 

Individuals & Corporations

1,643

 

 

MLPF&S Inc. Branch Offices

5,298

 

 

 

21,112

 Copies

 

 

 

Very truly yours,

 

 

 

 

 

MERRILL LYNCH & CO.

 

 

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED

 

 

CITIGROUP GLOBAL MARKETS INC.

 

 

DAHLMAN ROSE & COMPANY, LLC

 

 

JEFFERIES & COMPANY, IC.

 

 

FORTIS SECURITIES LLC

 

 

NOMURA INTERNATIONAL PLC

 

 

As Underwriters

 

 

 

 

 

BY: MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED

 

 

 

 

 

By:

/s/ PALMA MAZZOLLA

 

 

              Palma Mazzolla

 

 

         Authorized Signatory

 

2