August 1, 2005

Ms. Lori Anne Czepiel, Esq.
Sidley Austin Brown & Wood LLP
787 Seventh Avenue
New York, NY  10019

      Re:	MCI, Inc.
      Revised preliminary proxy statement filed on Schedule 14A
      Filed on July 26, 2005 by Deephaven Capital Management LLC
		File No. 1-10415

Dear Ms. Czepiel:

      We have reviewed the above-referenced filing and have the
following additional 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 compliance is unnecessary.  Please be as detailed
as
necessary in your explanation.  In some of our comments, we may
ask
you to provide us with supplemental information so we may better
understand your disclosure.  After reviewing this information, we
may
or may not raise additional comments.  Feel free to call us at the
telephone numbers listed at the end of this letter.

General

Background of the Decision to Oppose the Proposed Merger, page 1
1. It does not appear that you have added the section title you
have
referenced in your response to prior comment 1.  Please add the
section title after the second paragraph.
2. We note the disclosure you have added in response to prior
comment
2.  In particular, we note your disclosure that "[t]o the extent
there is any benefit or detriment to the holders of MCI common
stock
as a result of the outcome of the vote regarding the potential
MCI-
Verizon merger, Deephaven would benefit or be harmed ratably with
other MCI stockholders."  Please also disclose that Deephaven
nevertheless may profit from its positions in, for example,
Verizon
even if MCI`s stock price falls.  Alternatively, please revise to
remove the last sentence of this new paragraph as it mitigates the
point of this disclosure which is to indicate that your interests
may
differ from those of other MCI shareholders.



      Please respond to the above comments promptly and comply
with
our comments when disseminating information in the future.  If you
believe that compliance with our comments is not appropriate,
please
provide the basis for your view in your response letter filed via
EDGAR and tagged as "CORRESP".  You should be aware, however, that
we
may have additional comments based on your supplemental response.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

      You may address questions concerning the above comments to
Albert Pappas at (202) 551-3378.  If you need additional
assistance,
you may contact Mara Ransom, Special Counsel, Office of Mergers
and
Acquisitions at (202) 551-3264 or me at (202) 551-3810.


								Very truly yours,


								Michele Anderson
								Legal Branch Chief



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Ms. Lori Anne Czepiel, Esq.
August 1, 2005
Page 1