HITTITE MICROWAVE CORPORATION
20 Alpha Road
Chelmsford, Massachusetts 01824
July 20, 2005
Securities and Exchange Commission
450 Fifth Street, N.W.
Mail Stop 4-6
Washington, D.C. 20549
Attention: Jay Mumford, Esq.
Re: Hittite Microwave Corporation; Registration Statement on Form S-1,
Registration No. 333-124664
Ladies and Gentlemen:
Pursuant to Rule 461(a) under the Securities Act of 1933, as amended, Hittite Microwave Corporation, a Delaware corporation (the “Company”), hereby confirms its oral request of July 19, 2005 that the effective date of the Company’s Registration Statement on Form S-1 (Registration No. 333-124664), as amended, be accelerated so that the Registration Statement will become effective at 3:00 p.m. on July 21, 2005, or as soon as practicable thereafter.
The Company hereby acknowledges that:
(a) any action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, will not foreclose the Commission from taking any other action with respect to the filing;
(b) any action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, will not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and
(c) the Company may not assert any action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective 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, | ||
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| HITTITE MICROWAVE CORPORATION | ||
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| By: | /s/ William W. Boecke | |
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| William W. Boecke, Chief Financial Officer | |