February 10, 2010
VIA EDGAR AND FACSIMILE
U.S. Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Ms. Celia A. Soehner, Attorney
| Re: | SpectraScience, Inc. (the “Company”) |
| Registration Statement on Form S-1 | |
| File No. 333-164430 |
Dear Ms. Soehner:
On behalf of the Company, the undersigned respectfully requests that the above-referenced Registration Statement be declared effective at 4:00 p.m., Washington, D.C. time, on February 11, 2010, or as soon thereafter as is practicable.
On behalf of the Company, the undersigned hereby acknowledges the following:
1. Should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
2. The action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
3. The Company may not assert the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Sincerely, | ||
| SpectraScience, Inc. | ||
| By: | /s/ Jim Hitchin | |
Jim Hitchin | ||
Chairman and Chief Executive Officer | ||
cc: Ryan Brauer, Esq., Fredrikson & Byron, P.A.