Mail Stop 3561



								June 21, 2005



George D. Gourdomichalis, President
FreeSeas, Inc.
93 Akti Miaouli
Piraeus, Greece
011-30-210-4528-770

		RE:	FreeSeas, Inc.
      Registration Statement on Form F-1
			Filed: May 11, 2005
			File No. 333-124825

Dear Mr. Gourdomichalis:

      We have reviewed your filing and have the following
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 a revision 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.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.
General
1. Please update all disclosures to the latest practical date to
include your most recent financial information and fill in all
blank
spaces.  Use brackets to indicate information that is subject to
change prior to effectiveness.

2. We note that the registration statement covers the resale of
substantially all of the FreeSeas`s outstanding securities after
completion of the proposed merger, i.e., 5,747,155 shares of
6,282,600 shares that will be outstanding after the proposed
merger.
This offering appears to be an "at the market" primary offering of
equity securities by or on behalf of the registrant under Rule
415(a)(4) of Regulation C.  Because you do not qualify to conduct
a
primary offering "at the market," please revise the terms of your
offering to provide that all offers and sales will be made at a
disclosed fixed price for the duration of the offering and the
selling shareholders will be identified as underwriters.  Revise
your
disclosure throughout the prospectus accordingly.
3. Please expand the disclosure relating to the terms of the
merger
to provide a clearer discussion of the proposed transaction.
Specifically, add disclosure, as appropriate, to discuss the
relationship of V Capital and G Bros in the transaction and how
the
shares owned by all parties to the agreement are proposed to be
exchanged.  Also, to the extent necessary, add disclosure
addressing
the significant dilution experienced by Trinity`s shareholders as
a
result of the proposed transaction.
4. Expand the disclosure, in locations as appropriate, related to
the
corporate history of FreeSeas f/k/a Adventure Holdings S.A.,
FreeSeas`s wholly-owned subsidiaries, V Capital S.A., and G Bros
S.A.
Disclose the date of formation and nature of the operations of
Adventure Holdings, S.A. and clarify whether it conducted any
operations as Adventure Holdings.  Disclose the dates the
subsidiaries were formed and organized, the purposes for the
establishment of the subsidiaries, and the dates the Free Envoy
and
Free Destiny were purchased. Provide similar disclosure as it
relates
to V Capital and G Bros.  In any or all of these regards, please
discuss the role, if any, of Seward & Kissel in the organization
of
any of these entities and also tell us the circumstances under
which
Seward & Kissel became counsel to Trinity.  Finally, add
disclosure
that more fully describes the relationships, financial and
otherwise,
between you, your subsidiaries, V Capital, G Bros, and
FreeBulkers.
5. Add disclosure addressing the factors that voting
securityholders
should take into consideration in determining whether to apply for
their redemption rights or to exercise their statutory appraisal
rights.
6. Since Trinity has multiple classes of equity holders with
differing rights with respect to this proposed transaction,
clarify
the disclosure throughout the registration statement to make clear
when the disclosure is intended to address all Trinity
stockholders
(both the holders of the common stock as well as the holders of
the
Class B shares) and when the disclosure relates only to the
holders
of the Class B shares.  This is particularly relevant in
connection
with the appraisal rights disclosure.
7. All exhibits are subject to our review. Accordingly, please
file
or submit all of your exhibits with your next amendment or as soon
as
possible. Please note that we may have comments on the tax opinion
and other exhibits once they are filed.  Understand that we will
need
adequate time to review these materials before accelerating
effectiveness.
8. Please provide the disclosure required by Item 9 of Form F-4.
9. With respect to the provision of the merger agreement that
provides that the merger cannot be consummated unless the exercise
of
appraisal rights does not result in Trinity having less than
$7,000,000 in cash, we note that the process of perfecting and
valuing appraisal rights under DGCL Section 262 can be quite
prolonged and would continue past the closing of the merger
transaction.  As a result, it is unclear how such a condition can
be
met.  Please advise.

Cover Page
10. The letter to the Trinity stockholders also serves as the
cover
page for this prospectus and should, accordingly, provide the
information, to the extent applicable, required by Item 501 of
Regulation S-K.  Refer to Item 1 of Form F-4.  For example, we
direct
your attention to Item 501(b)(4) of Regulation S-K and the
disclosure
required therein.  Revise or advise.

Questions and Answers About the Trinity Special Meeting, page 1
11. Please clarify whether the tax opinion will address the tax
impact in the event that the Class B stockholders determine to
exercise their redemption rights.
How to Obtain Additional Information, apge 4
12. Refer to Item 2 of Form F-4 and provide the full disclosure
required by Item 502 of Regulation S-K.  For example, please
provide
the Dealer Prospectus Delivery obligation required by Item 502(b)
of
Regulation S-K.

Summary of the Merger, page 5
13. Disclose the anticipated time period between the vote of
shareholders and the closing of the transaction.
14. Please disclose the approximate cost of the transaction,
including merger related transaction costs.
15. Refer to Item 3(h) of Form F-4 and provide the disclosure
required therein or tell us supplementally why you believe such
information need not be provided.
16. Clarify, here and as appropriate throughout the prospectus, as
to
whether FreeSeas is assuming the warrants held by those Trinity
stockholders who determine to exercise their redemption rights but
retain their warrants.
17. Clarify which of the FreeSeas shares that FreeSeas will seek
to
have listed.
18. Please supplementally discuss whether or not Hart-Scott-Rodino
clearance is required for this proposed transaction and if not,
the
reasons why such approval is not required.

Selected Historical Financial Information, page 9
19. Revise the selected financial information for Freeseas to
agree
with amounts presented on the statement of operations on page F-
15.
Risk Factors, page 13
20. In the introductory paragraph, clarify that you disclose all
"material" risks here.
21. Please avoid language in risk factors like "material adverse
effect," "negative effect" or "adversely affect."  Instead, please
state what the specific impact will be on your financial condition
or
results of operations.
22. The subheadings of some of your risk factors merely state
facts
or uncertainties and do not adequately reflect the risks that
follow.
Please revise your subheadings to succinctly state the risks you
discuss in the text.  For example, please refer to risk factors 2,
6,
10, 14, 16, 22-24, 30, and 39.

"Trinity may waive one or more of the conditions . . . .," page 15
23. Disclosure indicates that Trinity may agree to waive some of
the
conditions to its obligations to complete the merger without
resolicitation of Class B Stockholder.  Please elaborate on the
conditions here.

"Free Seas and its principal officers have affiliations . . . .",
page 20
24. Please elaborate on the conflicts of interest that could arise
between Free Bulkers and FreeSeas in light of management`s
affiliation with both companies.

Forward Looking Statements, page 24
25. To the extent that the filing states that it includes forward-
looking statements within the meaning of Section 27A of the
Securities Act and Section 21E of the Exchange Act (or otherwise
makes reference to such provisions or to the Litigation Reform Act
generally), please be advised that the staff is not making any
determination as to whether the disclosures (including, e.g.,
cautionary language or the placement of disclosures) satisfy the
requirements of such sections.
26. Refer to your statement that you "undertake no obligation to
publicly update or revise any forward-looking statements contained
in
this joint proxy statement/prospectus . . . ."  Please confirm
that
you are aware of your responsibility to make full and prompt
disclosure of material facts, both favorable and unfavorable,
regarding your financial condition, and that this responsibility
may
extend to situations where management knows or has reason to know
that previously disclosed projections no longer have a reasonable
basis.  See Item 10(b)(3) of Regulation S-K.

Unaudited Pro Forma Balance Sheet, page 27
27. Expand the discussion of adjustment (b) to disclose the nature
of
the $1,675,000 in estimated direct transaction costs.

The Trinity Special Meeting, page 29
Proxies; Revocation, page 30
28. We note that you may employ various methods to solicit
proxies,
including telephone, facsimile, or other electronic means of
communication.  Be advised that all written soliciting materials,
including any e-mails or scripts to be used in soliciting proxies
over the telephone, must be filed under the cover of Schedule 14A.
Refer to Rule 14a-6(b) and (c).  Please confirm your
understanding.
In addition, please tell us whether proxies will be solicited via
the
Internet, such as Internet chat rooms or postings on web sites.

Background and Reasons for the Merger, page 31
29. Please expand on this discussion to describe any past,
present,
or proposed material contracts, arrangements, understandings,
relationships, negotiations or transactions during the periods for
which financial statements are presented between FreeSeas or its
affiliates and the company or its affiliates.  To this extent,
provide a more detailed narrative chronology of the process
through
which FreeSeas and the company agreed to the proposed business
combination transaction.  This chronology would include, among
other
matters, the determination by FreeSeas to establish its corporate
identity in April 2004, the same month, we note, that Trinity
established its corporate existence, and the entirety of the
contacts
by and between the company and FreeSeas (or their respective
representatives) from the initial contacts up to and including the
execution of the agreements of the agreements by and between
FreeSeas, V
Capital S.A., G. Bros. S.A., and Trinity with respect to the
combination transaction.  See Items 4 and 6 of Form F-4 and Rule
418
of Regulation C.

Recommendations of the Board of Directors and Reasons for the
Merger,
page 33
30. Reference is made on page 35 to FreeSeas conducting its "own
public offering of securities."  Please provide additional
disclosure
to clarify what was contemplated by FreeSeas with respect to such
a
transaction and include the timing of such considerations.
31. Briefly discuss and detail the "other alternatives" considered
by
FreeSeas before determining to enter into the transaction with
Trinity.

Interest of Certain Persons in the Merger, page 36
32. Confirm for us that you have provided all information, as
appropriate, required by Item 5 of Schedule 14A.  For example, we
note that four individuals have been nominated for directorships
effective on the date of the merger.  Refer to Item 18(a)(5) of
Form
F-4.

The Merger Agreement, page 37
Covenants, page 40
Conditions to Obligations of Trinity to Effect the Merger, page 40
33. Reference is made on pages 46 and 47 to FreeSeas Two S.A. and
FreeSeas Three S.A.  Please clarify.  Are these FreeSeas`s wholly-
owned subsidiaries?  Reference is also made to Adventure Two S.A.
and
Adventure Three S.A.  Exhibit 21.1 identifies these entities as
your
subsidiaries, including Adventure Four, S.A.  Please clarify.
The Parties to the Merger, page 49
Trinity, page 49
Trinity Principal Shareholders, page 52
34. Revise the ownership table to attribute ownership of the
shares
held by spouses to the corresponding officers or directors.  Refer
to
Securities Act Release No. 33-4819 ("a person is regarded as the
beneficial owner of securities held in the name of his or her
spouse
and their minor children").

Management`s Discussion and Analysis, page 54
35. We note the discussion of off-balance sheet arrangements with
regards to Trinity on page 55.  Revise to disclose the off-balance
sheet arrangements of Freeseas Inc. that have or are likely to
have a
current or future material effect on your financial condition or
operations.  Consider the need to provide disclosures concerning
transactions, arrangements and other relationships with Free
Bulkers
and other unconsolidated entities that are reasonably likely to
materially affect liquidity or the availability of or requirements
for capital resources.  See Item 303 of Regulation S-K and
Commission
Statement about Management`s Discussion and Analysis of Financial
Condition and Results of Operations (FRR 61).

FreeSeas, page 56
36. Please provide the full disclosure required by Item 14(a) of
Form
F-4.  For example and without limitation, we specifically refer
you
to the information required by Item 4.A.2., 4.A.3., 4.B.3., and
4.B.6. of Form 20-F.
37. Please provide the disclosure required by Item 14(e) of Form
F-4
or tell us supplementally why such disclosure need not be
provided.

Pending Acquisition of Vessel, page 57
38. Since the second-quarter is well underway, update the
disclosure
related to the purchase of the Handymax vessel.

Management of the Fleet, page 59
39. Tell us your basis for the statement, "FreeSeas believes that
it
pays Free Bulkers industry standard fees for these services."
Revise
Note 9 to disclose management`s estimate of what the expenses
would
have been if the services were provided by an unaffiliated entity.
Also, revise Note 9 to disclose all significant terms and
conditions
of the agreements with Free Bulkers, including the additional fees
and commissions, as well as the reimbursement of travel and
personnel
expenses.  Disclose the dollar amount of all transactions with
Free
Bulkers during the periods presented, including the total expense
from the company`s agreements with the related party.

Customers
40. Clarify whether the company is currently solely dependent on
the
business of Express Sea Transport Corporation.

Competition, page 60
41. Please expand the disclosure relating to the company`s
competitive position in the industry.  Currently, the disclosure
is
too general and merely speaks to the manner in which the company
negotiates charters.


Description of Management of FreeSeas, page 64
42. With respect to Mr. Varouxakis`s experience, disclosure
indicates
that FreeSeas was founded in 2003.  Disclosure elsewhere indicates
that FreeSeas was founded in 2004.  Please clarify.

Certain Related Transactions of FreeSeas, page 67
43. Confirm for us that you have provided information for the
period
since the beginning of the company`s preceding three financial
years
up to the date of this document.  Refer to Item 7.B. of Form 20-F.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations, page 69
44. Please supplement the disclosure in this section so that it
provides a clearer  introductory understanding of FreeSeas, Inc.
and
the matters with which management is concerned primarily in
evaluating the company`s financial condition and operating
results.
From a balanced executive-level perspective, a good introduction
might address the following:  the economic or industry-wide
factors
relevant to the company; a discussion of how the company intends
to
earn revenues and income and generate cash; the identity of the
company`s primary business lines, location(s) of operations, and
principal products and services; and insight, not merely
identification, of material opportunities, challenges, risks, and
material trends and uncertainties.  Also, to the extent known,
please
provide insight into challenges, risks and opportunities of which
management is aware and discuss any actions being taken to address
them.  For a more detailed discussion of what is expected under
this
subheading and in the MD&A section in general, please refer to the
Commission`s recent MD&A interpretive guidance in Commission
Release
No. 33-8350 (December 29, 2003) which may be found on the
Commission`s website at: .
45. Expand the discussion of the 25% profit sharing arrangement
under
your current charter agreements to disclose the specific terms and
conditions and to explain how the amounts are calculated.
Disclose
the amount of revenue earned from this source during each period
presented.  Tell us whether such agreements could require you to
make
payments to your customer(s).  If so, please disclose any material
contingencies relating to these agreements in the financial
statements.
46. We note the table of scheduled debt principal payments on page
73.  Please revise the table to include the $200,000 payment made
in
the first quarter of 2005, and state that the information is
presented as of December 31, 2004, so that such disclosures are
consistent with those in the financial statements.

Liquidity and Capital Resources, page 72
47. Expand the disclosure related to the company`s long-term
liquidity.  Refer to Item 5.B.1. of Form 20-F.
48. Please provide the disclosure required by Item 5.F. of Form
20-F;
Tabular Disclosure of Contractual Obligations.
49. Add disclosure, if applicable, regarding the company`s
material
commitments for capital expenditures.  Refer to Item 5.B.3. of
Form
20-F.

Cash Flows, page 72
50. The disclosure in the table appearing at the top of page 73 is
unclear.  Clarify your use of "A" and "B" loans in columns 2 and
3.

Plan of Distribution, page 91
51. You are advised that the "pledgees, donees, transferees and or
other successors- in-interest mentioned in the first paragraph
must
be identified in accordance with the disclosure requirements of
Item
9.D of Form 20-F in the prospectus, or by amendment to the
prospectus, prior to any sales by such persons.

Trinity Partners Acquisition Company Financial Statements
52. Revise to provide the interim financial statements of Trinity
for
the quarter ending March 31, 2005.

Cash Flow Statement, page F-6
53. We note the line item "amortization of discount on restricted
investment."  Please tell us what this line item consists of, and
where the amortization is recorded in the statement of operations.
Also, please revise your footnote disclosure as appropriate to
describe this line item.  We may have additional comments after
reviewing your response.

Note 2 - Public Offering of Securities, page F-8
54. We note your disclosure regarding the underwriter purchase
option.  Please expand your disclosure to include a description of
the net exercise feature contained in the purchase option.  Also,
it
appears that no value was allocated to the purchase option upon
the
closing of the initial public offering.  Please tell us how you
evaluated the underwriter purchase option under EITF 00-19 and
other
authoritative guidance.  We may have additional comments after
reviewing your response.

Note 3 - Summary of Significant Accounting Policies, page F-9
55. We note your disclosure regarding the restricted investments
held
in the trust fund.  Please tell us why these investments are
classified as current assets, given that such amounts are
restricted
as to their use.  Note that in accordance with ARB 43, Chapter 3,
paragraph 6, cash that is restricted as to withdrawal or use
should
be classified as non-current.
56. We note your disclosure of available-for-sale investments
under
FAS 115.  Please provide the disclosures required by paragraphs
19-21
of FAS 115.  Also, if there are any securities with maturities of
greater than one year at the balance sheet date, tell us why you
believe that such amounts are properly classified as current
assets.
57. We note your disclosure regarding net loss per share.  Please
clarify the statement regarding the dilutive effect of your
outstanding warrants.  Your disclosure describes the dollar amount
of
warrants outstanding, which does not appear to meet the
requirement
of paragraph 40(c) of FAS 128.  Typically, this disclosure
consists
of the number and weighted average-exercise price of each type of
potentially dilutive securities that were excluded from the
calculation of diluted earnings per share.
Note 6 - Related Party Transactions, page F-11
58. Please revise your disclosure to include the amount paid in
2004
to Unity Venture Capital Associates, Ltd.

Commitments and Contingencies
59. We note your disclosure on page 54 regarding the commitment to
HCFP Brenner Securities LLC.  Please disclose in the financial
statements any material commitments relating to the agreement with
your investment adviser.  Also, please tell us how you intend to
account for the cash fee, stock and warrants that will be paid to
your investment advisor at the closing of the business
combination.

Freeseas Financial Statements
60. The financial statements should be updated, as necessary, to
comply with Item 8.A.5 of Form 20-F at the effective date of the
registration statement.


Consolidated Balance Sheet, page F-14
61. Revise to disclose the dollar amount of related party
transactions on the face of the balance sheet, income statement,
or
statement of cash flows, as appropriate.  Revise the caption for
the
"due to management company" to clarify it is payable to a related
party.

Statement of Operations, page F-15
62. Disclose basic and diluted earnings per share on the statement
of
operations, in accordance with paragraph 36 of FAS 128.  In
addition,
please revise Note 2 to include disclosure regarding the
calculation
of net loss per share, including any potentially dilutive
securities
that were excluded from the calculation of diluted earnings per
share
because the effect would have been anti-dilutive.  Lastly, revise
the
summary financial information and comparative per share
information
on pages 9 and 11 to include the earnings per share data, as well
as
pro forma disclosures of basic and diluted EPS.

Cash Flow Statement, page F-16
63. Please revise the presentation of the cash flow statement so
that
the ending balance reconciles to the cash and cash equivalents
shown
on the balance sheet.  Note that restricted cash is typically
shown
in the investing activities section of the cash flow statement.

Statement of Shareholders` Equity, page F-17
64. We note the line items "issuance of common shares" and
"contributions from shareholders".  Please revise the financial
statements to provide appropriate disclosures regarding the nature
of
these transactions.  In addition, please reconcile the dollar
amount
of the contributions from shareholders to the statement of cash
flows, which appears to show an issuance for cash, and a non-cash
distribution to shareholders.  Finally, please revise the column
for
retained earnings to properly reflect the net income for the
period
and the ending retained earnings balance.

Note 2 - Significant Accounting Policies, page F-18
65. We note your disclosure regarding the useful lives of vessels.
Please expand your disclosure to include whether the useful life
of
27 years is measured from the original manufacturing date of the
vessel or the date that you acquired it.  Also, please tell us how
the environmental regulations described on pages 60-62 were
evaluated
by management in its determination of the useful lives.
Specifically, please address the potential impact of environmental
standards that may accelerate the scrapping of older vessels as
discussed in the last paragraph of page 60, given that your
vessels
were built in 1982 and 1984.  In addition, please tell us whether
your vessels are single-hull tankers that would be affected by the
proposed pollution regulations discussed in the second paragraph
on
page 61.  Lastly, please disclose the estimated residual values
for
your vessels.  We may have additional comments after reviewing
your
response.
66. Please expand the disclosure of your revenue recognition
policies
to address each of the primary criteria outlined in Staff
Accounting
Bulletin No. 104.  Please include additional disclosure regarding
the
different types of revenue that you have generated and would
reasonably expect to generate in the future.  Significant industry
terms such as time charters should be defined within the financial
statements themselves.  Expand the discussion in MD&A on page 75
to
describe these policies and provide greater insight into the
quality
and variability of information regarding operating performance.
For
example, discuss the treatment and effect of adjustments resulting
from differences between terms and conditions specified in charter
party agreements and actual outcomes known only after completion
of
the voyage.  See SEC Release No. 33-8350 for guidance, available
on
the SEC website at www.sec.gov./rules/interp/33-8350.htm.
67. We note your disclosure regarding FAS 123R.  Please tell us
how
you determined that the adoption of this standard would not have a
material impact on your financial statements, given your
disclosure
regarding options and warrants in the first paragraph of Note 12.
Also, please confirm that there are no options or warrants
outstanding at December 31, 2004.  If this is not the case, please
revise the financial statements to provide all of the disclosures
required by APB 25, FAS 123, FAS 148 and paragraph 40(c) of FAS
128.
68. We note your disclosure regarding segment reporting.  In
addition, we note your disclosure on page 59 that all of your
revenue
has been derived from a single customer.  Please prominently
disclose
this in the financial statements, and also provide the geographic
revenue and long-lived asset disclosures required by paragraphs 38
and 39 of FAS 131.

Note 8 - Loans from Shareholders, page F-22
69. Please expand your disclosure regarding the debt discount.
Please clearly state the amount of cash that was originally
received,
the amount that will be repaid, and the implicit interest rate in
the
transaction.  Also, please disclose whether the debt discount is
being accreted using the effective interest method, and if not,
tell
us why you believe another method is appropriate.

Note 9 - Related Party Transactions, page F-23
70. We note your disclosure on page 65 which states that no
executives received any compensation during 2004.  Please tell us
approximately how much time was incurred by the executive officers
on
company business during the period ended December 31, 2004.  Note
that all costs of doing business should be included in the
registrant`s financial statements, including expenses incurred on
its
behalf by its major shareholders. Where services are performed for
the company by its major shareholders at no charge, we believe
that
the substance of such transactions is the payment of the company`s
expenses through a capital contribution by the shareholder.  See
Staff Accounting Bulletin Topics 1.B.1 and 5.T.  Please revise the
financial statements accordingly.  Also, please disclose in the
financial statements the material terms of the employment
agreements
which are disclosed on pages 66 and 67.

Note 12 - Subsequent Events, page F-24
71. We note your disclosure regarding the merger agreement with
Trinity Partners Acquisition Company.  Please disclose all of the
related commitments to Poseidon Capital Corp. which are described
in
the last paragraph on page 35.
72. Please revise the disclosure to state that the financial
statements have been retroactively adjusted for the effect of the
9,000 to 1 stock split.  In addition, please revise the
presentation
of the balance sheet and statement of stockholders` equity to
reflect
the apparent change from no par value common stock to the par
value
of $.001 per share.  See Staff Accounting Bulletin Topic 4.C.

Part II - Information Not Required in Prospectus

Exhibits 23.3 and 23.4
73. Please provide currently dated consents in any amendment.

Recent Sales of Unregistered Securities
74. Since you rely on the exemption contained in section 4(2),
please
address the financial sophistication of the investors.

Undertakings
75. Please provide the undertakings required by Item 22(b)-(c) of
Form F-4 or tell us supplementally why you do not believe such
undertakings are required.

Trinity Partners Acquisition Company, Inc.`s Preliminary Schedule
14A
76. Revise the Preliminary Schedule 14A to provide all information
required by the Schedule.  To the extent applicable, please
address
each comment issued above.

Closing Comments

      As appropriate, please amend your registration statement in
response to these comments.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings 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.

	Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:

* 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 staff comments and the declaration of
effectiveness as a defense in any proceeding initiated by the
Commission or any person under the federal securities laws of the
United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.


      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      You may contact Carlton Tartar at (202) 551- 3387 if you
have
questions regarding comments on the financial statements and
related
matters. Questions on other disclosure issues may be directed to
Jay
Ingram at (202) 551-3397.



      Sincerely,



John Reynolds
Assistant Director
      Office of Emerging Growth Companies

cc. 	Jeffrey Robinson,. Esq.
	305-995-6402 by facsimile
















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George D. Gourdomichalis
FreeSeas, Inc.
June 21, 2005
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