VERENIUM CORPORATION
55 Cambridge Parkway
Cambridge, Massachusetts 02142
August 2, 2007
VIA EDGARAND FACSIMILE (202-772-9217)
United States Securities and Exchange Commission
Division of Corporation Finance
Attention: John L. Krug
100 F Street, NE; Mail Stop 6010
Washington, D.C. 20549-6010
| Re: | Verenium Corporation | |
| Registration Statement on Form S-3 (File No. 333-143894) |
Dear Mr. King:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant hereby requests that the U.S. Securities and Exchange Commission (the “Commission”) take appropriate action to cause the above-referenced Registration Statement on Form S-3 to become effective on August 6, 2007, at 2:00 p.m. Eastern Time, or as soon thereafter as is practicable.
In connection with this request, undersigned registrant hereby acknowledges that:
| • | should the Commission or its staff (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 registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| • | the registrant may not assert Staff comments or 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. |
Very truly yours,
| VERENIUM CORPORATION | ||
By: | /s/ John A. McCarthy | |
| John A. McCarthy | ||
| Chief Financial Officer | ||
