February
9, 2007
VIA
EDGAR
Securities
and Exchange Commission
Attn:
Russell Mancuso
100
F
Street, N.E.
Washington,
D.C. 20549
|
Re: |
SpatiaLight,
Inc.
Registration
Statement on Form S-3, as amended
File
No.
333-137100
|
Gentlemen:
The
undersigned is the Chief Executive Officer of SpatiaLight, Inc., a New York
corporation (the “Company”). On behalf of the Company, I hereby request that
Registration Statement (File No. 333-137100), as amended by Pre-effective
Amendment No. 5 filed on February 9, 2007 (the “Registration Statement”) be
declared effective as of 5:00 PM EST on February 12, 2007 or as soon
thereafter as practicable.
The
Company 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 a defense in any proceeding initiated
by
the Commission or any person under the federal securities laws of the United
States.
Very
truly yours,
SPATIALIGHT,
INC.
By:
/s/
David F. Hakala
__________________________
David
F.
Hakala
Chief
Executive Officer
Five
Hamilton Landing, Suite 100 ·
Novato,
CA 94949
415
883-1693 ·
Fax 415
883-3363
www.spatialight.com