Resale S-3 - Acceleration Request Letter

July 7, 2017 



Via EDGAR





U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-3720

Attention:

Amanda Ravitz



Heather Percival





 

 



Re:

Pulse Biosciences, Inc.



 

Registration Statement on Form S-3



 

Filed June 30, 2017



 

File No.  333-219096

Acceleration Request

 



 

 



Requested Date:

July 11, 2017



Requested Time:

4:00 PM Eastern Time



Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, Pulse Biosciences, Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-3 (File No. 333-219096) (the “Registration Statement) be declared effective at the “Requested Date” and “Requested Time” set forth above or as soon thereafter as practicable, or at such later time as the Company may request by telephone to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”).  The Company hereby authorizes Andrew D. Hoffman of Wilson Sonsini Goodrich & Rosati, Professional Corporation, counsel for the Company, to make such request on the Company’s behalf.

The Company requests that it be notified of the effectiveness of the Registration Statement by telephone to Andrew D. Hoffman of Wilson Sonsini Goodrich & Rosati, Professional Corporation, at (650) 849-3240.  Please also provide a copy of the Commission’s order declaring the Registration Statement effective to Andrew D. Hoffman via facsimile at (650) 493-6811.

Please direct any questions or comments regarding this acceleration request to Andrew D. Hoffman at (650) 849-3240.



*****




 

Securities and Exchange Commission

Re: Pulse Biosciences, Inc.

July 7, 2017

Page 2

 

 









 

 



Sincerely,



 

 



PULSE BIOSCIENCES, INC.



 

 



 

 



By:

/s/ Brian B. Dow



 

Brian B. Dow



 

Senior Vice President and Chief Financial Officer







 

cc:

Andrew D. Hoffman, Esq.



Wilson Sonsini Goodrich & Rosati, Professional Corporation