CORRESP

RESPONSE GENETICS, INC.

   June 1, 2007

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Sonia Barros, Esq.

Re: Response Genetics, Inc.

Registration Statement on Form SB-2

File No. 333-139534

Dear Ms. Barros:

Pursuant to Rule 461 of Regulation C of the Securities Act of 1933, as amended, Response Genetics, Inc., a Delaware corporation (the “Company”), hereby requests that the above-referenced registration statement be made effective at 4:30 p.m., Eastern time, on Monday, June 4, 2007, or as soon thereafter as practicable.

In connection with the foregoing request, the Company acknowledges the following:

· should the Commission or the staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the filing;

· 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

· the Company may not assert the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

The cooperation of the staff in meeting the timetable described above is very much appreciated. Please call Faith Charles of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., counsel to the Company, at (212) 692-6770 with any comments or questions regarding this matter.

Very truly yours,

RESPONSE GENETICS, INC.

/s/ Kathleen Danenberg

Name:  Kathleen Danenberg

Title:    President and Chief Executive Officer

CORRESP

MAXIM GROUP LLC

405 LEXINGTON AVENUE

NEW YORK, NEW YORK 10174

June 1, 2007

Securities and Exchange Commission

100 F Street, N.W.

Washington, D.C. 20549

RE: RESPONSE GENETICS, INC (THE "COMPANY")

REGISTRATION STATEMENT ON FORM SB-2 (FILE NO. 333-139534)

Ladies and Gentlemen:

In connection with the above-captioned registration statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the "Act"), the undersigned, as representative of the underwriters, hereby joins in the request of the Company that the effective date of such registration statement be accelerated to 4:30 p.m. (New York time) on Monday, June 4, 2007, or as soon thereafter as practicable.

In accordance with Rule 460 under the Act and in connection with the foregoing, please note that the undersigned has effected from May 3, 2007 through the date hereof approximately the following distribution of the Company’s Preliminary Prospectus, dated May 3, 2007:

  500        to the Underwriters;

  0          to prospective underwriting syndicate members;

  264        to prospective dealers; and

  3,736      to prospective investors and others.

TOTAL   4,500     

The undersigned confirms that it has complied with and will continue to comply with, and it has been informed or will be informed by participating dealers that they have complied with or will comply with, Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced issue.

Very truly yours,

MAXIM GROUP LLC, as representative

of the underwriters

By: /s/ Clifford A. Teller                                          

       Name:  Clifford A. Teller

       Title:    Director of Investment Banking