REEDSMITH 160; 60; Reed Smith LLP
Two Embarcadero Center
Two Embarcadero Center
Robert M. Smith 60; Suite 2000
Direct Phone : 415.659.595 0; San Francisco, CA 94111-3922
Email: rsmith@reedsmith.com & #160; 415.543.8700
Fax 415.391.8269
February 1, 2006
Securities and Exchange Commission 100 F Street, N.E. Washington DC, 20549 |
Re: | Registration Statement on Form SB-2 |
On behalf of our client, Bodisen Biotech, Inc. (the “Company”), we enclose Amendment No. 1 to the Registration Statement on Form SB-2 of the Company relating to the offering of its common stock.
Under separate cover, the Company is filing today an acceleration request, pursuant to which it is requesting that the Registration Statement, as amended hereby, be declared effective at 5:00 p.m. on Thursday, February 2, 2006, or as soon thereafter as is practicable.
Please do not hesitate to contact me if you have any questions or comments.
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| Very truly yours, |
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| By: | /s/ Robert M. Smith |
| Robert M. Smith |
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Cc: Jason Wynn
H. Roger Schwall