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October 16, 2023
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Attn: Ms. Jessica Ansart
| Re: | Precision Optics Corporation, Inc. |
| Registration Statement on Form S-1 | |
| Originally filed July 20, 2023, as amended | |
| File No. 333-273346 |
Ms. Ansart:
In accordance with Rule 461 under the Securities Act of 1933, as amended, Precision Optics Corporation, Inc. hereby requests that the Securities and Exchange Commission take appropriate action to cause the effective date of the above-referenced Registration Statement be accelerated so that it will become effective at 4:00 pm Eastern Time on October 18, 2023, or as soon as practicable thereafter.
If you have any questions regarding this request, please contact Gregory S. Fryer of Verrill Dana, LLP at (207) 253-4402.
| Very truly yours, | |
| PRECISION OPTICS CORPORATION, INC. | |
| /s/ Joseph N. Forkey | |
| By: Joseph N. Forkey | |
| Chief Executive Officer |
cc: Gregory S. Fryer, Esq.