Clarient, Inc.
31 Colombia
Aliso Viejo, California 92656
August 18, 2009
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance, Mail Stop 3561
100 F Street, N.E.
Washington, D.C. 20549-7010
Attention: Jay Williamson
Re: Clarient, Inc.
Registration Statement on Form S-3 (File No. 333-160136); Filed June 22, 2009
Request for Acceleration
Dear Mr. Williamson:
Pursuant to Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, the undersigned, on behalf of Clarient, Inc., a Delaware corporation (the “Company”), respectfully requests that the effective date of the Registration Statement on Form S-3 referred to above be accelerated so that it will become effective at 8:00 a.m. Eastern Standard Time on August 20, 2009, or as soon as practicable thereafter.
The Company acknowledges 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.
Thank you for your assistance and cooperation with this matter.
| Very truly yours, |
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| CLARIENT, INC. |
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| /s/ Ronald A. Andrews |
| Ronald A. Andrews |
| Chief Executive Officer |
