CORRESP 1 filename1.htm
LSI Industries Inc.
 10000 Alliance Road
Cincinnati, Ohio 45242
October 4, 2016

Via Edgar
1933 Act Filing Desk
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Re:  File No. 333-213527 Registration Statement on Form S-3
Filed September 7, 2016

Ladies and Gentlemen:
Pursuant to Rule 461 of the Securities Act of 1933, the registrant named below hereby requests that the effective date of the Registration Statement on Form S-3, File No. 333-213527, be accelerated to, and that the Registration Statement be declared effective at, 4:00 p.m. (Washington D.C. time) on October 6, 2016 or as soon as practical thereafter.  In this connection, the registrant confirms that it is aware of its obligations under the Securities Act of 1933 and the Securities Exchange Act of 1934 as such obligations relate to the proposed offering of securities.
In addition, the registrant acknowledges that:
should the Commission or the staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;
the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and
the registrant may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
 
   
Very truly yours,
     
   
LSI Industries Inc.
     
   
By:/s/ Ronald S. Stowell
   
Ronald S. Stowell
   
Vice President and Chief Financial Officer


cc: Mr. Mark Reuter (Keating Muething & Klekamp PLL)