February 17, 2005


Mail Stop 4-6


Robert J. Sywolski
Chief Executive Officer
Blackbaud, Inc.
2000 Daniel Island Drive
Charleston, South Carolina 29492

 	RE: 	Blackbaud, Inc.
 		Form S-1 Registration Statement
		File No. 333-122122


Dear Mr. Sywolski:

      This is to advise you that we limited our review to matters
relating to the selling shareholder and plan of distribution
disclosure in the Form S-1 registration statement.  Based on this
limited review, we have the following 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.  Please file a
supplemental response.  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 welcome any questions you may have about our comments or on any
other aspect of our review and look forward to working with you.
Feel free to call us at the telephone numbers listed at the end of
this letter.


Form S-1

Principal and Selling Stockholders, page 75
1. To the extent that any of the underlying private placements
occurred during the past three years, please revise to include
descriptions of the transactions in which the selling shareholders
received the shares covered by this resale registration statement.
We view a materially complete description of the transactions that
underlie the resale as information that is required to be
disclosed
under Item 507 of Regulation S-K.  In addition, please ensure that
you file, or incorporate by reference all related agreements as
exhibits to the registration statement.
2. It appears that JMI Equity Fund IV, L.P., JMI Euro Equity Fund
IV,
L.P., JMI Equity Fund IV (A1), L.P. and JMI Equity Side Fund, L.P
may
be affiliates of a registered broker-dealer.  If true, please
indicate whether they acquired their shares in the ordinary course
of
business and whether, at the time of the purchase of the
securities
to be resold, the seller had any agreements, plans or
understandings,
directly or indirectly, with any person to distribute the
securities.
Also, please confirm that there are no registered broker-dealers
selling shares whose shares were not acquired as compensation for
investment banking or similar services.
3. Please describe the parameters by which selling shareholders
will
offer securities through put and call options and other derivative
securities. Please supplementally confirm that you and the selling
security holders are aware of Telephone Interp. A. 65 (July 1997).
In addition, in your response letter explain the steps that have
been
taken by the company and the selling shareholders to ensure that
the
offering will conform to the requirements of Regulation M.  See
Rule
461(b)(7) of Regulation C.


      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 this action 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.

	Any questions should be directed to Loryn Zerner at (202)
942-
1910.  If you need additional assistance you may contact Mark P.
Shuman, Branch Chief-Legal at (202) 942-1818 or Barbara C. Jacobs,
Assistant Director at (202) 942-1800.

								Sincerely,


								Mark P. Shuman
								Branch Chief-Legal

	cc:  via facsimile 919 781 4865
	Donald R. Reynolds, Esq.
	Wyrick Robbins Yates & Pon




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