New Energy Technologies, Inc.
3905 National Drive
Suite 110
Burtonsville, Maryland 20866
By Edgar
April 30, 2010
United States Securities and Exchange Commission
100F Street, NE
Washington, D.C. 20548
Attention: Pamela Long, Assistant Director
Mail Stop 4631
Re: New Energy Technologies, Inc.-- Pre Effective Amendment No. 4 to the Registration Statement on Form S-1 (File No. 333-162417) Filed on October 9, 2010 (the “Registration Statement”).
Dear Sir:
This letter relates to the to Pre-effective Amendment No. 4 (the “Amendment”) to the Registration Statementfiled today byNew Energy Technologies, Inc (the “Company”). The Amendment updates the financial statements and other disclosures in the registration statement as well as reducing the total number of shares being registered from 20,050,000 to 10,050,000. The 10,050,000 shares r egistered are being offered by the Selling Stockholders named therein. The Company does not intend to offer any shares for sale at this time.
Thank you for your assistance.
Very truly yours
New Energy Technologies, Inc.
By: /s/Meetesh Patel
Name: Meetesh Patel
Title: President and Chief Executive Officer
cc. Joseph Sierchio, Esq.
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