CORRESP 41 filename41.htm

 

 


 

November 4, 2005

 

VIA ELECTRONIC TRANSMISSION

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 

 

ATTORNEYS AT LAW

Five Palo Alto Square
3000 El Camino Real
Palo Alto, CA
94306-2155
Main      650 843-5000
Fax         650 849-7400

www.cooley.com

 

NANCY H. WOJTAS

(650) 843-5819

nwojtas@cooley.com

 

 

Broomfield, CO
720 566-4000

Reston, VA
703 456-8000

San Diego, CA
858 550-6000

San Francisco, CA
415 693-2000

Washington, DC
202 842-7800

 

Re:

Cardica, Inc.

 

Registration Statement on Form S-1

Ladies and Gentlemen:

 

On behalf of Cardica, Inc. (the “Company”), transmitted herewith for filing with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Act”), is the Company’s Registration Statement (the “Registration Statement”) on Form S-1, together with exhibits thereto, relating to the proposed initial public offering of shares of the Company’s Common Stock with an estimated maximum aggregate offering price of $40 million.

The filing fee of $4,708.00 has been calculated pursuant to Rule 457(o) under the Act and has been sent by wire transfer (“Fedwire”) to the Commission’s lockbox at The Mellon Bank in Pittsburgh, Pennsylvania.

The Company and the managing underwriters have authorized us to advise you that, as contemplated by Rule 461(a) under the Act, they may make oral requests for the acceleration of the Registration Statement’s effectiveness and that they are aware of their respective obligations under the Act.

If you have any questions or comments with regard to the foregoing, pleasedo not hesitate to call the undersigned at (650) 843-5819.

Sincerely,

/s/ Nancy H. Wojtas                 

Nancy H. Wojtas

cc:

Bernard Hausen, Cardica, Inc.

 

Robert Newell, Cardica, Inc.

 

John Simon, Allen & Company LLC

 

Richard Giles, A.G. Edwards & Sons, Inc

 

Guy Molinari, Heller Ehrman LLP

 

Connie Dias, Ernst & Young LLP