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 26, 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
Amendment No. 2 filed on April 10, 2006
Ladies and Gentlemen:
On behalf of Luna Innovations Incorporated (the “Company”) we are transmitting for filing Amendment No. 3 to the above referenced registration statement (“Amendment No. 3”). We are also submitting with Amendment No. 3 the Company’s response (the “Company Response”) to the comments from the staff of the Securities and Exchange Commission received by letter dated April 24, 2006 (the “Staff Letter”).
For the convenience of the Staff, we are supplementally providing marked copies, complete with exhibits, of Amendment No. 3, as well as supplemental copies of the Company Response.
Please direct any questions or comments regarding Amendment No. 3 and the Company Response to me at (703) 734-3105.
Very truly yours,
WILSON SONSINI GOODRICH & ROSATI
Professional Corporation
Mark R. Fitzgerald