December 21, 2022
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| RE: | Peraso Inc. |
Registration Statement on Form S-1
Filed December 15, 2022
File No. 333-268814
Acceleration Request
Requested Date: Friday, December 23, 2022
Requested Time: 4:30 p.m. Eastern Time
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant (the “Registrant”) hereby requests that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the above-referenced Registration Statement on Form S-1 (File No. 333-268814) (the “Registration Statement”) to become effective on Friday, December 23, 2022 at 4:30 p.m. Eastern Time, or as soon thereafter as possible, or at such later time as the Registrant or its outside counsel, Mitchell Silberberg & Knupp LLP, may orally request via telephone call to the staff.
Once the Registration Statement has been declared effective, please orally confirm that event with our outside counsel by calling Blake Baron at (917) 546-7709.
| Very truly yours, | ||
| Peraso Inc. | ||
| By: | /s/ James Sullivan | |
| James Sullivan | ||
| Chief Financial Officer | ||
Peraso Inc. – 2309 Bering Dr., San Jose, CA 95131 – Tel: 408.418.7500 – www.peraso.com