CORRESP: Correspondence
Published on November 20, 2009
LIGHTBRIDGE
CORPORATION
1600
Tyson’s Blvd., Suite 550
McLean,
VA 22102
571.730.1200
November
20, 2009
By EDGAR
Transmission
Thomas
Kluck
Division
of Corporation Finance
U.S.
Securities and Exchange Commission
100 F
Street, NE
Washington,
DC 20549
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Re:
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Lightbridge
Corporation
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Registration
Statement on Form S-3
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Commission
File No. 333-162671
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Dear Mr.
Kluck:
Pursuant to Rule 461 under the
Securities Act of 1933, as amended (the “Securities Act”), Lightbridge
Corporation (the “Company”) hereby respectfully requests that the Securities and
Exchange Commission (the “Commission”) accelerate the effectiveness of the
above-referenced Registration Statement and declare such Registration Statement
effective at 4:30 p.m. (Eastern Time) on Tuesday, November 24, 2009, or as soon
thereafter as practicable.
We
acknowledge and agree that:
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should
the Commission or the staff of the Commission (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;
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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
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the
Company may not assert the Staff’s 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.
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In making this request for
acceleration, we are aware of our respective responsibilities under the
Securities Act and the Securities Exchange Act of 1934, as amended, as they
relate to the proposed public offering of the securities specified in the above
registration statement. We have reviewed Rules 460 and 461 under the
Securities Act regarding requesting acceleration of a registration statement,
and we believe we are in compliance with those Rules.
We
believe that our prospectus complies with the plain English principles set forth
in the revisions to Rule 421 of the Securities Act. Additionally, the
Company and the management, who are responsible for the accuracy and adequacy of
the disclosure in the registration statement, are certain that they have
provided all information investors require for an informed decision with respect
to the registered securities.
If you have any questions or would like
to discuss this request, please feel free to contact Louis Bevilacqua of
Pillsbury Winthrop Shaw Pittman LLP, our outside counsel, at (202)
663-8158.
| Very truly yours, | |||
| LIGHTBRIDGE CORPORATION | |||
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By:
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/s/ Seth Grae | |
| Seth Grae | |||
| Chief Executive Officer | |||
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