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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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Lang Michener LLP File Number:
BARRISTERS & SOLICITORS
Vancouver
Toronto
Ottawa 1500 - 1055 West Georgia Street, P.O. Box 11117
Vancouver, British Columbia, Canada V6E 4N7
Telephone (604) 689-9111
Facsimile (604) 685-7084
Web site: www.langmichener.com
Direct Line: (604) 691-7445
Direct Fax Line: (604) 893-2679
E-Mail: tdeutsch@lmls.com
June 12, 2007
Delivered, via facsimile (to (202) 772-9220) and filed on EDGAR
The United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E., Washington, D.C.
U.S.A., 20549 - 0405
Mail Stop 7010
Attention: Mr. H. Roger Schwall, Assistant Director
Dear Mr. Schwall:
Re:
Uranium Energy Corp. (the "Company")
File No. 333-140722
Acceleration Request for Registration Statement
We are counsel for the above-referenced Company and we are pleased to acknowledge receipt, on behalf of the Company, of a recent telephone message, of earlier today, from Ms. Donna Levy of the reviewing staff (the "Staff") of the Securities and Exchange Commission (the "SEC"), and confirming that Staff of the SEC has no further comments to the Company's Amendment No. 3 to its Registration Statement on Form SB-2 (the "Registration Statement"), which was previously filed on May 31, 2007, and thereby indicating that the SEC would now consider an acceleration request for effectiveness from the Company for its Registration Statement.
Correspondingly, and on behalf of the Company, we now take this opportunity to enclose, as requested by Staff of the SEC, the Company's written acceleration request to the SEC, dated as at June 12, 2007, to the effect that its subject Registration Statement be permitted to become effective at 12:00 p.m. (noon), Washington, D.C. time, on Friday, June 15, 2007, or as soon thereafter as is practicable. In this regard we confirm that the Company's acceleration request acknowledges that:
"(a) we are aware of our responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified in our registration statement;
(b) should the SEC or the Staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the SEC from taking any action with respect to the filing;
(c) the action of the SEC 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
(d) the Company may not assert this action as a defence in any proceeding initiated by the Commission or any person under the federal securities laws of the United States."
While we now await the SEC's further advice we remain, always,
Yours very truly,
Thomas J. Deutsch
for Lang Michener LLP
Enclosed acceleration request by the Company
cc: Ms. Donna Levy, SEC (w/copy of Enclosure)
cc: The Company (w/copy of Enclosure)
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URANIUM ENERGY CORP.
9801 Anderson Mill Road, Suite 230, Austin, Texas, U.S.A., 78750
____________________________________________________________________________________
June 12, 2007
Via EDGAR and facsimile (to (202) 772-9220)
The United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E., Washington, D.C.
U.S.A., 20549 - 0405
Mail Stop 7010
Attention: Mr. H. Roger Schwall, Assistant Director
Dear Mr. Schwall:
Re:
Uranium Energy Corp. (the "Company")
File No. 333-140722
Registration Statement on Amendment No. 3 to Form SB-2 dated May 31, 2007
Acceleration Request for Registration Statement
Uranium Energy Corp., as the registrant of the above-captioned registration statement, hereby respectfully requests of the United States Securities and Exchange Commission (the "SEC") that the registration statement be permitted to become effective at 12:00 p.m. (noon), Washington, D.C. time, on Friday, June 15, 2007, or as soon thereafter as is practicable. Please advise our special counsel, Thomas J. Deutsch, of Lang Michener LLP, Lawyers - Patent & Trade Mark Agents; at phone direct: (604) 691-7445 or facsimile direct: (604) 893-2679; of any questions you may have respecting this request.
In connection with our request for acceleration we confirm that:
(a) we are aware of our responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified in our registration statement;
(b) should the SEC or the Staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the SEC from taking any action with respect to the filing;
(c) the action of the SEC 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
(d) the Company may not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Yours very truly,
URANIUM ENERGY CORP.
Per: s/s "Amir Adnani"
Amir Adnani, President, Chief Executive Officer and a director
cc. Ms. Donna Levy, SEC
__________