Knoll, Inc.
1235 Water Street
East Greenville, Pennsylvania 18041
January 24, 2006
VIA EDGAR AND FACSIMILE
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Attention: Pamela Long
Re: | Knoll, Inc. | |
Registration Statement on Form S-3 (Registration No. 333-130838) |
Dear Ms. Long:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Knoll, Inc. (the “Company”) hereby respectfully requests that the effectiveness of the above-captioned Registration Statement on Form S-3 (as amended to date, the “Registration Statement”) be accelerated to January 26, 2006 at 4:30 P.M. or as soon as practicable thereafter.
The Company hereby acknowledges the following:
• | should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
• | the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
• | the Company may not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
The cooperation of the staff in meeting the timetable described above is very much appreciated.
Sincerely,
/s/ Barry L. McCabe
Barry L. McCabe
Senior Vice President and Chief Financial Officer