CORRESP 1 filename1.htm Document

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May 14, 2025
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance, Office of Technology
100 F Street, N.E.
Washington, D.C. 20549
Attention: Uwem Bassey; Jeff Kauten
Re:Acceleration Request of Smith Micro Software, Inc.
Registration Statement on Form S-3
Filed May 7, 2025
File No. 333-287029
Request for Acceleration of Effectiveness
Dear Messrs. Bassey and Kauten:
Pursuant to Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, Smith Micro Software, Inc. (the “Company”) hereby respectfully requests acceleration of the effective date of the above-referenced Registration Statement on Form S-3 (File No. 333-287029), so that it may become effective on Friday, May 16, 2025, at 5:00 p.m., Eastern Time, or as soon thereafter as practicable. The Company hereby authorizes Brian Novosel, Esq., and Jennifer Minter, Esq. of Buchanan Ingersoll & Rooney PC, counsel to the Company, to orally modify or withdraw this request for acceleration.
Please contact Brian Novosel of Buchanan Ingersoll & Rooney PC, counsel to the Company, at (412) 562-5266, or in his absence, Jennifer Minter at (412) 562-8444, to provide notice of effectiveness, or if you have any other questions or concerns regarding this matter.
Sincerely,
Smith Micro Software, Inc.
By:/s/ James M. Kempton
James M. Kempton
Vice President, Chief Financial Officer
and Treasurer
cc:William W. Smith, Jr., Chairman of the Board, President and Chief Executive Officer