TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo June 15, 2021 Douglas Groves Chief Financial Officer Iteris, Inc 1700 Carnegie Avenue, Suite 100 Santa Ana, CA 92705 Re: Iteris, Inc. Registration Statement on Form S-3 Filed June 8, 2021 File No. 333-256898 Dear Mr. Groves: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Jay Mumford at 202-551-3637 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing