LANGER, INC.
450 Commack Road
Deer Park, New York 11729-4510
(631) 667-1200
June 7, 2005
VIA EDGAR and Facsimile
Securities
and Exchange Commission
Washington, D.C. 20549
| Re: | Langer, Inc.—Request for Acceleration of Effectiveness Amendment No. 7 to Registration Statement on Form S-1 Filed June 3, 2005 File No. 333-120718 |
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Ladies and Gentlemen:
Pursuant to the applicable rules under the Securities Act of 1933, as amended (the "Securities Act"), the undersigned hereby respectfully request that the effective date of the above-captioned Registration Statement be accelerated to 4:00 P.M. on June 9, 2005 or as soon thereafter as practicable.
The Company confirms that it is aware of its responsibilities under the Securities Act and the Securities Exchange Act of 1934, as amended, as they relate to the issuance of common stock covered by the Registration Statement.
The Company hereby acknowledges the following:
| Very truly yours, | |
/s/ JOSEPH P. CIAVARELLA Joseph P. Ciavarella Chief Financial Officer and Vice President |
PIPER JAFFRAY & CO
800 Nicollett Mall
Main Station J10N01
Minneapolis, MN 55402-7020
June 7, 2005
BY
FAX AND EDGAR
(202) 772-9367
Securities
and Exchange Commission
Division of Corporate Finance
100 F Street, NE
Washington, DC 20549
Attention: Adélaja K. Heyliger
Ladies and Gentlemen:
Pursuant to Rule 461, the undersigned Representatives of the several Underwriters hereby join in the request of Langer, Inc. that the effective date of the above-referenced Registration Statement be accelerated so that the Registration Statement, as then amended, will become effective under the Securities Act of 1933, as amended, at 4:00 p.m., Washington, D.C. time, on June 9, 2005 or as soon thereafter as practicable.
Pursuant to Rules 418(a)(7), 460 and 15c2-8 regarding the distribution of preliminary prospectuses, we hereby advise the Commission as follows:
The Representatives are aware of their obligations under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. In the normal course, the Representatives comply with the provisions of Rule 15c2-8.
The Corporate Financing Department of the National Association of Securities Dealers, Inc. has advised us that it will raise no objections with regard to the fairness and reasonableness of the underwriting terms and arrangements as proposed in the Registration Statement and the underwriting documents previously filed with the Corporate Financing Department. You may confirm this
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information by calling Brian J. Stallings of the National Association of Securities Dealers, Inc. at (240) 386-4623.
| Very truly yours, | |||
PIPER JAFFRAY & CO. RYAN BECK & CO. WM SMITH SECURITIES, INCORPORATED as the Representatives of the Several Underwriters |
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BY: |
PIPER JAFFRAY & CO. |
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By: |
/s/ ROD O'NEILL Name: Roderick J. O'Neill Title: Managing Director |
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