Roth Capital Partners, LLC
888 San Clemente Drive
Newport Beach, CA 92660
Northland Securities, Inc.
45 S. 7th St., Suite 2000
Minneapolis, MN 55402
VIA EDGAR AND OVERNIGHT COURIER
February 11, 2013
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549-4720
Attention: Messrs. Brian Soares and Russell Mancuso
| Re: | Plug Power Inc. |
| Registration Statement on Form S-1 |
| File No. 333-186041 |
Dear Messrs. Soares and Mancuso:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we hereby join Plug Power Inc. (the “Company”) in requesting that the effective date of the above-referenced registration statement be accelerated to Wednesday, February 13, 2013, at 4:00 p.m. (Washington, D.C. time), or as soon thereafter as practicable.
In connection with this acceleration request and pursuant to Rule 460 under the Act, please be advised that from February 5, 2013 through the date hereof, the undersigned effected the following approximate distribution of copies of the Company’s Preliminary Prospectus dated February 5, 2013:
| (i) | 144 copies to prospective institutional investors; |
| (ii) | 10 copies to prospective individual investors; and |
| (iii) | 2 copies to broker/dealers. |
This is to further advise you that the underwriters have complied and will continue to comply with SEC release No. 33-4968 and Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
Very truly yours,
ROTH CAPITAL PARTNERS, LLC | ||
| By: | /s/ Aaron Gurewitz | |
Name: Title: | Aaron Gurewitz Head of Equity Capital Markets | |
| NORTHLAND SECURITIES, INC. | ||
| By: | /s/ Shawn Messner | |
Name: Title: | Shawn Messner Managing Director | |
| cc: | Steven M. Skolnick, Esq. |
| Gerard L. Conway, Jr., Esq. |
| Robert P. Whalen, Jr., Esq. |
| Jocelyn M. Arel, Esq. |
