 | Baker & McKenzie Level 27 AMP Centre 50 Bridge Street Sydney, NSW 2000 Australia ABN 32 266 778 912 Postal Address: P.O. Box R126 Royal Exchange NSW 1223, Australia | |||
Asia Pacific Bangkok Beijing Hanoi Ho Chi Minh City Hong Kong Jakarta Kuala Lumpur Manila Melbourne Shanghai Singapore Sydney Taipei Tokyo | Tel: +61 2 9225 0200 Fax: +61 2 9225 1595 DX: 218 SYDNEY www.bakermckenzie.com | |||
Europe & Middle East Abu Dhabi Almaty Amsterdam Antwerp Bahrain Baku Barcelona Berlin Brussels Budapest Cairo Dusseldorf Frankfurt / Main Geneva Kyiv London Luxembourg Madrid Milan Moscow Munich Paris Prague Riyadh Rome St. Petersburg Stockholm Vienna Warsaw Zurich North & South America Bogota Brasilia Buenos Aires Caracas Chicago Dallas Guadalajara Houston Juarez Mexico City Miami Monterrey New York Palo Alto Porto Alegre Rio de Janeiro San Diego San Francisco Santiago Sao Paulo Tijuana Toronto Valencia Washington, DC | March 28, 2011 Jay Ingram, Legal Branch Chief Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-6010 USA Re: Mission NewEnergy Limited Registration Statement on Form F-1 File No. 333-170471 Dear Mr. Ingram: On behalf of Mission NewEnergy Limited (the “Company”), we write to you as a courtesy to explain the rationale behind Amendment No. 6 to the Company’s registration statement on Form F−1, which was filed with the Securities and Exchange Commission today. Amendment No. 6 was filed: (a) to correct a minor typographical error on the cover page of the prospectus (to change the reference from "Australian Securities Exchanges" to "Australian Securities Exchange"); and (b) to provide a more current exchange rate on the cover page of the prospectus. Amendment No. 5 included the exchange rate from the Federal Reserve Bank of New York as of March 18, 2011, whereas Amendment No. 6 includes the exchange rate as of March 25, 2011 from Bloomberg (because the exchange rate from the Federal Reserve Bank was not yet available for that date). | |||
| Baker & McKenzie, an Australian Partnership comprising Australian and Australian registered foreign lawyers, is a member of Baker & McKenzie International, a Swiss Verein | ||||
For your reference we enclose five courtesy copies of Amendment No. 6 to the registration statement in connection with the proposed offering of ordinary shares of the Company. Amendment No. 6 has been filed today with the Commission via EDGAR. For your ease of reference, the courtesy copies have been marked to show changes to Amendment No. 5 to the registration statement filed with the Commission on March 25, 2011.
* * * * *
Please feel free to contact the undersigned at the number or email address below with any comments or questions you may have regarding this letter.
| Yours sincerely, |
| /s/ Andrew Reilly |
| Andrew Reilly |
| Partner |
| +61 2 8922 5436 |
| andrew.reilly@bakermckenzie.com |
Enclosures
| cc: | Erin Jaskot, Staff Attorney |
| Tracey McKoy, Staff Accountant |
| Al Pavot, Staff Accountant |
| (Securities and Exchange Commission) |
| Nathan Mahalingam, Chief Executive Officer |
| Guy Burnett, Chief Financial Officer |
| (Mission NewEnergy Limited) |
| Yvan-Claude Pierre, Partner |
| (DLA Piper LLP (US)) |
| Carina Becker, Associate Director |
| (Grant Thornton Audit Pty Ltd) |
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