SEC Division of Corporation Finance no-action letter: International Securities Exchange, Inc.

The staff of the Office of Chief Counsel, Division of Corporation Finance, confirms that it will not recommend enforcement action to the SEC if International Securities Exchange Holdings, Inc. files a certificate on Form 15 to suspend its reporting obligations under Section 15(d) of the Securities Exchange Act of 1934. This relief is granted despite Rule 12h-3(c) prohibiting suspension because registration statements were automatically updated during the fiscal year, as the company became a wholly owned subsidiary with no publicly traded securities remaining. The suspension is requested to be effective immediately upon the filing of Form 15 on or before the due date of the Annual Report on Form 10-K for the fiscal year ending December 31, 2007.

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MILBANK, TWEED, HADLEY & MCCLOY LLP
1 CHASE MANHATTAN PLAZA
LOS ANGELES NEW YORK, N.Y. 10005-1413 BEIJING 2 13-892-4000 8610-51 23-51 20 FAX: 2 13-629-5063 FAX: 8610-5123-5191 212-530-5000 WASHINGTON, D.C. HONG KONG FAX: 2 12-530-52 19 202-835-7500 852-297 1-4888 FAX: 202-835-7586 FAX: 858-2840-0792 LONDON SINGAPORE 020-76 15-3000 ROBERT S. REDER 65-6428-2400 FAX- 020-76 15-3 100 PARTNER FAX: 65-6428-2500 DIRECT DIAL NUMBER 2 12-530-5680 FRANKFURT FAX. 2 12-822-5680 Tom 49-69-7 19 14-3400 813-3504- 1050 FAX: 49-69-7 191 4-3500 FAX: 813-3595-2790 MUNICH 49-89-25559-3600 FAX: 49-89-25559-3700 Rule 12h-3 of the Securities Exchange Act of 1934, Sections 13(a) and 15(d) of the Securities Exchange Act of 1934 VIA EMAIL AND FACSIMILE U .S. Securities and Exchange Commission

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