CORRESP 1 filename1.htm Correspondence

July 20, 2009

VIA EDGAR AND FACSIMILE

H. Roger Schwall

Assistant Director

Division of Corporation Finance

Securities and Exchange Commission

Mail Stop 7010

100 F Street, N.E.

Washington, D.C. 20549

 

  Re: Recon Technology, Ltd

Registration Statement on Form S-1, as amended

File Number 333-152964

Dear Mr. Schwall:

Pursuant to Section 8(a) of the Securities Act of 1933, as amended, and Rule 461 promulgated thereunder, the undersigned, as the placement agent for the above-captioned proposed offering, joins the acceleration request of Recon Technology, Ltd and hereby requests acceleration of the effective date of the above-captioned Registration Statement to 5:00 p.m., Eastern Daylight Time, on July 22, 2009 or as soon thereafter as practicable.

In connection with this request, the undersigned acknowledges as follows:

 

   

should the Securities and Exchange Commission (“SEC”) or the staff of the SEC, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the SEC from taking any action with respect to the filing;

 

   

the action of the SEC or the staff of the SEC, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the undersigned from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

 

   

the undersigned may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the SEC or any person under the federal securities laws of the United States.

The undersigned is aware of its 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 referred to in the captioned registration statement.


A copy of a letter from the Financial Industry Regulatory Authority (“FINRA”) dated May 28, 2009, to the effect that FINRA has no objection to the underwriting compensation arrangements, is attached.

Copies of the Preliminary Prospectus dated June 10, 2009 have been or will be made available in sufficient time for distribution to all prospective purchasers no less than 48 hours before it is expected confirmations will be mailed. The undersigned will comply with Rule 15c2-8 under the 1934 Act.

In connection with the foregoing, please be advised that the undersigned has effected approximately the following distribution of copies of the Preliminary Prospectus dated June 10, 2009:

 

Anderson & Strudwick, Inc.

   1820

Individuals, corporations and other entities

   540

 

Sincerely,
ANDERSON & STRUDWICK, INCORPORATED
By:  

/s/ L. McCarthy Downs III

  L. McCarthy Downs III
  Senior Vice President


Recon Technology, Ltd

July 20, 2009

VIA EDGAR AND FACSIMILE

H. Roger Schwall

Assistant Director

Division of Corporation Finance

Securities and Exchange Commission

Mail Stop 7010

100 F Street, N.E.

Washington, D.C. 20549

 

  Re: Recon Technology, Ltd

Registration Statement on Form S-1, as amended

File Number 333-152964

Dear Mr. Schwall:

On behalf of Recon Technology, Ltd (the “Company”) and pursuant to Rule 461 under the Securities Act of 1933, as amended, we respectfully request acceleration of effectiveness of the above-referenced registration statement for July 22, 2009 at 5:00 p.m., Eastern Time, or as soon thereafter as practicable. In connection with the foregoing, the Company hereby acknowledges that:

 

   

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;

 

   

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 this action as defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Please confirm the date and time of effectiveness of the registration statement to Anthony W. Basch at Kaufman & Canoles, our counsel, who can be reached by phone at (804) 771-5725 or by fax at (804) 771-5777.

 

Very truly yours,

Recon Technology, Ltd

/s/ Yin Shenping

Yin Shenping
Chief Executive Officer