ORION ENERGY SYSTEMS, INC.
2210 Woodland Drive
Manitowoc, Wisconsin 54220
March 10, 2020
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Thomas Jones
| Re: | Orion Energy Systems, Inc. |
Registration Statement on Form S-3 (Registration No. 333-236837)
Mr. Jones:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant, Orion Energy Systems, Inc., hereby requests that the above-referenced Registration Statement (the “Registration Statement”) be declared effective at 4:00 p.m., eastern time, on March 12, 2020, or as soon as practicable thereafter.
| Very truly yours, | ||
| ORION ENERGY SYSTEMS, INC. | ||
| By: | /s/ William T. Hull | |
| William T. Hull | ||
| Chief Financial Officer | ||
