Wilson Sonsini Goodrich & Rosati
Professional Corporation
Two Fountain Square, Reston Town Center
11921 Freedom Drive, Suite 600
Reston, Virginia 20190
(703) 734-3100 telephone
(703) 734-3199 telecopy
April 10, 2006
VIA EDGAR AND OVERNIGHT DELIVERY
Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, D.C. 20549-6010
Mail Stop 6010
Attention: | Mr. Jeffrey P. Riedler |
Ms. Sonia Barros |
Ms. Suzanne Hayes |
Ms. Tabitha Akins |
Mr. Oscar Young |
Re: | Luna Innovations Incorporated |
Registration Statement on Form S-1 |
File No. 333-131764 |
Initially filed on February 10, 2006 |
Ladies and Gentlemen:
On behalf of Luna Innovations Incorporated (the “Company”) we are transmitting for filing Amendment No. 2 to the above referenced registration statement (“Amendment No. 2”). We are also submitting with Amendment No. 2 the Company’s response (the “Company Response”) to the comments from the staff of the Securities and Exchange Commission received by letter dated March 10, 2006 (the “Staff Letter”).
For the convenience of the Staff, we are supplementally providing marked copies, complete with exhibits, of Amendment No. 2, as well as supplemental copies of the Company Response. In addition, we are providing supplemental materials in response to comment numbers 25 and 55 of the Staff Letter.
Please direct any questions or comments regarding Amendment No. 2 and the Company Response to me at (703) 734-3105.
Very truly yours, | ||
WILSON SONSINI GOODRICH & ROSATI Professional Corporation | ||
/s/ Mark R. Fitzgerald | ||
Mark R. Fitzgerald | ||