Ciralight Global, Inc.
670 E. Parkridge, Suite 112
Corona, California 92879
(877) 520-5005
July 26, 2010
Division of Corporate Finance
U.S. Securities and Exchange Commission
100 F St. N.E.
Washington D.C. 20549
Attn: Edward M. Kelly, Esq.
Senior Counsel, Division of Corporation Finance
RE: Ciralight Global, Inc.
Form S-1/Amendment No. 4
Filed June 19, 2010
File Number 333-165638
Dear Mr. Kelly:
Pursuant to Rule 461 under the Securities Act of 1933, as amended ("Act"),
the undersigned hereby requests that the effective date of the above referenced
Registration Statement be accelerated so that the Registration Statement may
become effective at 09:30 a.m., eastern daylight time, on July 29, 2010, or as
soon thereafter as practicable. By making this request for acceleration, the
undersigned and the Company hereby acknowledge and accept their respective
responsibilities under the Act and the Securities Exchange Act of 1934.
The Company also acknowledges that:
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 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,
Ciralight Global, Inc.
By: /s/ Jeffrey S. Brain
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Jeffrey S. Brain, President