0001683168-24-001148.txt : 20240326 0001683168-24-001148.hdr.sgml : 20240326 20240223120057 ACCESSION NUMBER: 0001683168-24-001148 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Aclarion, Inc. CENTRAL INDEX KEY: 0001635077 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 473324725 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 8181 ARISTA PLACE STREET 2: STE 100 CITY: BROOMFIELD STATE: CO ZIP: 80021 BUSINESS PHONE: 833 275 2266 MAIL ADDRESS: STREET 1: 8181 ARISTA PLACE STREET 2: STE 100 CITY: BROOMFIELD STATE: CO ZIP: 80021 FORMER COMPANY: FORMER CONFORMED NAME: Nocimed, Inc. DATE OF NAME CHANGE: 20150226 CORRESP 1 filename1.htm

 

VIA EDGAR

 

February 23, 2024

 

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Juan Grana

 

  Re: Aclarion, Inc.
    Registration Statement on Form S-1 File No. 333-275989
    Acceleration Request:

·Requested Date: February 26, 2024
·Requested Time: 9:00 A.M. Eastern Time

 

Dear Ladies and Gentlemen:

 

Pursuant to Rule 461 under the Securities Act of 1933, as amended, Aclarion, Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-l (File No. 333-275989) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or as soon thereafter as practicable.

 

Once the Registration Statement has been declared effective, please orally confirm that event with James Carroll of Carroll Legal LLC, counsel to the Company, at (303) 888-4859.

 

In connection with this acceleration request, the Company hereby acknowledges that:

 

(a) should the United States Securities and Exchange Commission (the “Commission”) or its 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;

 

(b) the action of the Commission or its staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility for the accuracy and adequacy of the disclosure in the Registration Statement; and

 

(c) it 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.

 

The Company understands that the staff will consider this request as confirmation by the Company of its awareness of its responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified in the Registration Statement.

 

Sincerely,

 

ACLARION, INC.

 

/s/ John Lorbiecki             

John Lorbiecki

Chief Financial Officer