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SEC Company Response from MICROVISION, INC. (MVIS) (CIK 0000065770) (MVIS) — Sep 7, 2010

MICROVISION, INC. (MVIS) (CIK 0000065770)
Date: Sept. 7, 2010 · CIK: 0000065770 · Accession: 0001193125-10-205760

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File numbers found in text: 333-168906

Date
September 7, 2010
Author
Thomas M. Walker
Form
CORRESP
Company
MICROVISION, INC. (MVIS) (CIK 0000065770)

Letter

Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Microvision, Inc.—Request for Acceleration of Effectiveness of Registration Statement on Form S-1 (File No. 333-168906)

Dear Mr. Mancuso:

In connection with the above-referenced filing, Microvision, Inc. (the “Company”) hereby acknowledges that (i) should the Securities and Exchange Commission (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, (ii) 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 (iii) the Company may not assert the declaration of effectiveness as defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Pursuant to Rule 461 under the Securities Act of 1933, as amended, the Company hereby requests that the Company’s Registration Statement on Form S-1 (File No. 333-168906) (the “Registration Statement”) be declared effective by 4:30 P.M. Eastern Standard Time on September 9, 2010 or as soon as possible thereafter.

The Company acknowledges its responsibilities under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, as they relate to the proposed offering of the securities specified in the above-referenced Registration Statement.

Please call Brian Elworthy of Ropes & Gray LLP at (617) 235-4907 when the Registration Statement is declared effective or if you have any questions. Thank you for your assistance.

Very truly yours,
MICROVISION, INC.

Show Raw Text
CORRESP
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filename1.htm

ACCELERATION REQUEST

 Microvision, Inc.

6222 185th Avenue NE

Redmond, Washington 98052

September 7, 2010

 VIA FACSIMILE AND
VIA EDGAR

 Russell Mancuso

Securities and Exchange Commission

 Division of
Corporation Finance

 100 F Street, N.E.

Washington, D.C. 20549

Re:
Microvision, Inc.—Request for Acceleration of Effectiveness of Registration

Statement on Form S-1 (File No. 333-168906)

Dear Mr. Mancuso:

 In
connection with the above-referenced filing, Microvision, Inc. (the “Company”) hereby acknowledges that (i) should the Securities and Exchange Commission (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, (ii) 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 (iii) the Company may not assert the declaration of effectiveness as defense in any proceeding
initiated by the Commission or any person under the federal securities laws of the United States.

 Pursuant to Rule 461 under
the Securities Act of 1933, as amended, the Company hereby requests that the Company’s Registration Statement on Form S-1 (File No. 333-168906) (the “Registration Statement”) be declared effective by 4:30 P.M. Eastern
Standard Time on September 9, 2010 or as soon as possible thereafter.

 The Company acknowledges its responsibilities
under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, as they relate to the proposed offering of the securities specified in the above-referenced Registration Statement.

Please call Brian Elworthy of Ropes & Gray LLP at (617) 235-4907 when the Registration Statement is declared effective or
if you have any questions. Thank you for your assistance.

 Very truly yours,

MICROVISION, INC.

By:

/s/ Thomas M. Walker

 Name: Thomas M. Walker

Title:   Vice President, General Counsel