Nanometrics Incorporated
1550 Buckeye Drive
Milpitas, California 95035
September 6, 2019
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Attention: | Amanda Ravitz |
| Re: | Nanometrics Incorporated for Acceleration of Effective Date |
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Nanometrics Incorporated (the “Company”) hereby requests that the Securities and Exchange Commission (the “Commission”) deem that the above-referenced Registration Statement on Form S-4 (as amended, the “Registration Statement”) be declared effective as of 4:00 p.m. Eastern time, on September 10, 2019, or as soon thereafter as possible, or at such other time as its legal counsel, Cooley LLP, may request by telephone to the staff of the Commission.
Once the Registration Statement has been declared effective, the Company respectfully requests that it be notified orally by telephone call to Anne Lieberman of Cooley LLP at (415) 693-2118 or Sam Livermore of Cooley LLP at (415) 693-2113.
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| Sincerely, | ||
| NANOMETRICS INCORPORATED | ||
| By: | /s/ Greg Swyt | |
| Greg Swyt | ||
| Vice President – Finance; Principal Financial and Accounting Officer | ||
