ENSYNC, INC.
N93 W14475 Whittaker Way
Menomonee Falls, Wisconsin 53051
October 10, 2017
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: Scott Anderegg (Mail Stop 3561)
| Re: | EnSync, Inc. Registration Statement on Form S-3 (File No. 333-218935) |
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), EnSync, Inc. (the “Company”) hereby respectfully requests that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the above-referenced Registration Statement on Form S-3 to be declared effective at 4:00 p.m., Eastern time, on Thursday, October 12, 2017 or as soon thereafter as is practicable.
In connection with the foregoing request, the Company acknowledges that (i) 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; (ii) 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 (iii) 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.
Please contact Mark R. Busch of K&L Gates LLP (704-331-7440) if you have any other questions regarding this matter.
| Very truly yours, | |
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| ENSYNC, INC. | |
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| By: | /s/ Frederick P. Vaske | |
| | Frederick P. Vaske | |
| | Chief Administrative Officer | |
| cc: | Mark R. Busch (K&L Gates LLP) |