July 13, 2010
VIA EDGAR, FACSIMILE AND OVERNIGHT DELIVERY
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Mail Stop 3720
Washington, DC 20549-3628
Attention: | Larry Spirgel, Assistant Director | |
| Kathleen Krebs, Special Counsel | |
| Scott Hodgdon, Attorney-Advisor | |
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| Re: | RealD Inc. |
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| Registration Statement on Form S-1 |
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| Filed on April 9, 2010, as amended May 10, 2010, May 26, 2010, June 28, 2010 and July 13, 2010 |
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| File No. 333-165988 |
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| Acceleration Request |
Ladies and Gentlemen:
As Representative of the several Underwriters of the proposed public offering of up to 10,750,000 shares of common stock of RealD Inc. (the “Company”), we hereby join the Company’s request to accelerate the date of the above-referenced Registration Statement, as then amended, effective as of 3:00 p.m., New York City time, on Thursday, July 15, 2010, or as soon thereafter as is practicable.
Pursuant to Rule 460 under the Securities Act of 1933, as amended, we wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus, dated July 13, 2010, through the date hereof: 3,949 copies to prospective underwriters, institutional investors, dealers and others.
The undersigned advise that they have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
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| Very truly yours, |
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| J.P. MORGAN SECURITIES INC. |
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| As Representative of the several Underwriters |
| By: J.P. MORGAN SECURITIES INC. | |
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| By: /s/ Richard A. Sesny |
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| Name: Richard A. Sesny |
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| Title: Vice President |
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