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SEC Company Response from CECO ENVIRONMENTAL CORP (CECO) (CIK 0000003197) (CECO) — Jul 24, 2013

CECO ENVIRONMENTAL CORP (CECO) (CIK 0000003197)
Date: July 24, 2013 · CIK: 0000003197 · Accession: 0001193125-13-300439

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File numbers found in text: 333-188797

Date
July 25, 2013
Author
Assistant Director
Form
CORRESP
Company
CECO ENVIRONMENTAL CORP (CECO) (CIK 0000003197)

Letter

CECO Environmental Corp.

4625 Red Bank Road

Cincinnati, OH 45227

July 24,

VIA EDGAR

Pamela Long

Assistant Director

United States Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549

Re: CECO Environmental Corp.

(File No. 333-188797)

Ladies and Gentlemen:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, CECO Environmental Corp. (the “Company”) hereby requests that the effective date of the Company’s Registration Statement on Form S-4 (File No. 333-188797) be accelerated by the U.S. Securities and Exchange Commission (the “Commission”) to 10:00 a.m., Washington, D.C. time, on July 25, 2013 or as soon as practicable thereafter.

In connection with the foregoing request for acceleration of effectiveness, the Company hereby acknowledges the following:

•

should the Commission or 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;

•

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

•

the Company 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.

Please contact Kathryn A. Erickson at (312) 214-4867 with any questions you may have concerning this request, and please notify her when this request for acceleration has been granted.

Very truly yours,
CECO Environmental Corp.

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CORRESP
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CORRESP

 CECO Environmental Corp.

4625 Red Bank Road

Cincinnati, OH 45227

 July 24,
2013

 VIA EDGAR

Pamela Long

 Assistant Director

United States Securities and Exchange Commission

100 F Street, NE

 Washington, D.C. 20549

Re:
CECO Environmental Corp.

(File No. 333-188797)

 Ladies and
Gentlemen:

 Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, CECO Environmental Corp. (the
“Company”) hereby requests that the effective date of the Company’s Registration Statement on Form S-4 (File No. 333-188797) be accelerated by the U.S. Securities and Exchange Commission (the “Commission”) to 10:00
a.m., Washington, D.C. time, on July 25, 2013 or as soon as practicable thereafter.

 In connection with the foregoing
request for acceleration of effectiveness, the Company hereby acknowledges the following:

•

 should the Commission or 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;

•

 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

•

 the Company 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.

 Please contact Kathryn A. Erickson at
(312) 214-4867 with any questions you may have concerning this request, and please notify her when this request for acceleration has been granted.

Very truly yours,

CECO Environmental Corp.

By:

/s/ Jeffrey Lang

Name:

Jeffrey Lang

Title:

Chief Executive Officer

cc:
Barnes & Thornburg LLP

Leslie J. Weiss

Kathryn A. Erickson