Sunworks, Inc.
1030 Winding Creek Road, Suite 100
Roseville, California 95678
February 1, 2021
SUBMITTED VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Kevin Stertzel
| Re: | Sunworks, Inc. Acceleration Request | |
| Registration Statement on Form S-3 | ||
| Filed January 27, 2021 | ||
| File No. 333-252475 |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned respectfully requests that the effective date of the above-referenced Registration Statement be accelerated so that the same will become effective at 5:00 P.M. Eastern Time on February 3, 2021.
Should the Securities and Exchange Commission have any questions regarding this acceleration request, please do not hesitate to contact Christopher D. Ivey, an attorney with the undersigned’s outside legal counsel, Stradling Yocca Carlson & Rauth, P.C., via telephone at (949) 725-4121 or via email at civey@stradlinglaw.com. We respectfully request that you contact Mr. Ivey via telephone as soon as the Registration Statement has been declared effective.
| Sincerely, | |
| SUNWORKS, INC. | |
| /s/ Gaylon Morris | |
| Gaylon Morris | |
| Chief Executive Officer |
cc:
Stradling Yocca Carlson & Rauth, P.C.
Christopher D. Ivey, Esq.
