CORRESP 1 filename1.htm corresp
 

February 1, 2006
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
Cardica, Inc. Registration Statement on Form S-1 (No. 333-129497)
Ladies and Gentlemen:
     In connection with the above-referenced Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, we hereby join Cardica, Inc. in requesting that the effective date for such registration statement be accelerated so that such registration statement will be declared effective at 7:00 A.M. Eastern time, on February 2, 2006, or as soon thereafter as possible.
     A.G. Edwards & Sons, Inc. are acting as the representatives (the “Representatives”) of the several underwriters. In accordance with Rule 460 under the Securities Act of 1933, as amended, the undersigned, on our own behalf and as Representatives of the several underwriters, hereby advise you of the following:
1.   The Preliminary Prospectus dated January 13, 2006 was distributed by the Representatives during the period of January 13, 2006 through the date hereof as follows:
Preliminary Prospectus
1,900 copies to institutional investors
25 copies to broker-dealers
4,155 copies to others
          Total: 6,080

 


 

Securities and Exchange Commission
Registration Statement No. 333-129497
Page 2
2.   The undersigned, on our own behalf and as Representatives of the several underwriters, hereby represent that we are acting in compliance and will act in compliance with all provisions of Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended.
         
  Very truly yours,


A.G. Edwards & Sons, Inc.
Allen & Company LLC
Montgomery & Co., LLC
 
 
 
  By:   A.G. Edwards & Sons, Inc.    
    As representative of the Several Underwriters   
 
     
  By:   /s/ Michael L. Essex    
 
  Name:   Michael Essex   
     (print)  
 
  Title: Senior Vice President