Solarfun Power Holdings Co., Ltd
666 Linyang Road,
Qidong, Jiangsu Province, 226200
People's Republic of China
December 15, 2006
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
U.S.A.
Registration Statement on Form F-1
(Registration No. 333-139258) of
Solarfun Power Holdings Co., Ltd
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Solarfun
Power Holdings Co., Ltd (the "Company") hereby respectfully requests
acceleration of the effectiveness of the above-referenced Registration Statement
on Form F-1, as amended prior to its effectiveness, so that it will become
effective at 11:00 AM Eastern time on December 19, 2006 or as soon thereafter as
is practicable.
By this request, the Company confirms that it is aware of its
responsibilities under the Securities Act of 1933 and the Securities Exchange
Act of 1934, as amended, as they relate to the securities specified in the
above-captioned registration statement, and acknowledges the following:
1. should the Securities and Exchange Commission (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 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.
* * * * *
Very truly yours,
Solarfun Power Holdiongs Co., Ltd
By: /s/ Jianping Zhang
------------------------------
Name: Jianping Zhang
Title: Vice President
cc: Alan Seem
Shearman & Sterling LLP
Goldman Sachs (Asia) L.L.C.
68(th) Floor, Cheung Kong Center
2 Queen's Road Central
Hong Kong
December 18, 2006
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Solarfun Power Holdings Co., Ltd.
Registration Statement filed on Form F-1
Registration No. 333-139258
Ladies and Gentlemen,
In accordance with the above-captioned Registration Statement, we wish to
advise that between December 11, 2006 and the date hereof, 4,165 copies of the
Preliminary Prospectus dated December 11, 2006 were distributed as follows:
1,658 copies to 1 prospective underwriter; 2,498 copies to 2,498 institutional
investors; 0 copies to 0 prospective dealers; 0 copies to 0 individuals; 9
copies to 3 rating agencies and 0 copies to 0 others.
We will comply, and we understand that the participating underwriters will
comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act
of 1934, as amended.
We hereby join in the request of the registrant that the effectiveness of
the above-captioned Registration Statement, as amended, be accelerated to 11:00
a.m. EST on Tuesday, December 19, 2006, or as soon thereafter as practicable.
Very truly yours,
GOLDMAN SACHS (ASIA) L.L.C.
As Representative of the Prospective
Underwriters
By: /s/ Gigi Woo
---------------------------------------
Name: Gigi Woo
Title: Executive Director and Counsel
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