Aeluma, Inc.
September 21, 2023
Via Edgar
Mr. Thomas Jones
Division of Corporation Finance
Office of Manufacturing
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C., 20549
Re: | Aeluma, Inc. |
Registration Statement on Form S-1 | |
Filed August 3, 2023 | |
File No. 333-273149 |
Dear Mr. Jones:
As per the telephone conversation we had on September 19, 2023 regarding the above referenced registration statement for Aeluma, Inc. (the “Company”, “we”, and “our”), we are filing Pre-Effective Amendment No. 2, as a Part II filing only, on this same date to file an updated consent from our auditor.
In responding to your comments, the Company acknowledges that:
● | the Company is responsible for the adequacy and accuracy of the disclosure in the filing; |
● | Staff comments or changes to disclosure in response to Staff comments do not foreclose the Commission from taking any action with respect to the filing; and |
● | the Company may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
We appreciate the assistance the Staff has provided with its comments. If you have any questions, please do not hesitate to call our counsel, Rachael Schmierer, Esq., of Hunter Taubman Fischer & Li LLC, at (516) 526-3504.
Very truly yours, | ||
/s/ Jonathan Klamkin | ||
Name: | Jonathan Klamkin | |
Title: | CEO |
Rachael Schmierer, Esq.
Hunter Taubman Fischer & Li LLC