STOCKERYALE, INC.
32 Hampshire Road
Salem, New Hampshire 03079
February 12, 2007
VIA EDGAR
Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Attn: Donald C. Hunt
| Re: | StockerYale, Inc. Registration Statement on Form S-3 (Registration No. 333-140291) |
Dear Mr. Hunt:
StockerYale, Inc. (the “Company”) respectfully requests that the Securities and Exchange Commission, acting pursuant to Section 8(a) of the Securities Act of 1933, as amended, and pursuant to Rule 461(a) promulgated thereunder, enter an appropriate order declaring the above captioned Registration Statement on Form S-3 effective as of 5:00 p.m. Eastern Standard Time on Wednesday, February 14, 2007 or as soon thereafter as is practicable.
The Company hereby acknowledges that: (i) should the Commission or the Staff, acting pursuant to delegated authority, declare such Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the filing; (ii) the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring such Registration Statement effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in such filing; and (iii) the Company may not assert Staff comments and 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.
Please do not hesitate to contact me or StockerYale’s outside counsel, Thomas B. Rosedale, whose telephone and facsimile numbers are included below, with any questions.
| Very truly yours, | ||
| STOCKERYALE, INC. | ||
| By: | /s/ Marianne Molleur | |
Marianne Molleur Senior Vice President and Chief Financial Officer | ||
| cc: | Thomas B. Rosedale, Esq. |
(BRL Law Group LLC)
Telephone No.: (617) 399-6935
Facsimile No.: (617) 399-6930
