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SEC Company Response from Lifeway Foods, Inc. (LWAY) (CIK 0000814586) (LWAY) — Jul 24, 2007

Lifeway Foods, Inc. (LWAY) (CIK 0000814586)
Date: July 24, 2007 · CIK: 0000814586 · Accession: 0000950137-07-010438

Offering / Registration Process Regulatory Compliance Financial Reporting

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File numbers found in text: 333-137317

Date
July 23, 2007
Author
Edward P. Smolyansky
Form
CORRESP
Company
Lifeway Foods, Inc. (LWAY) (CIK 0000814586)

Letter

Securities and Exchange Commission Washington, D.C. 20549 Lifeway Foods, Inc. Registration Statement on Form S-3, as amended (Registration No. 333-137317)

Re:

Dear Sir or Madam:

Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Lifeway Foods, Inc., an Illinois corporation (the “Company”), hereby requests that the effectiveness of its Registration Statement on Form S-3, as amended (Registration No. 333-137317) be accelerated so that it will become effective at 10:30 a.m. (E.S.T.), July 25, 2007, or as soon thereafter as practicable.

The Company hereby acknowledges that:

•

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 this action as defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Very truly yours,
LIFEWAY FOODS, INC..

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CORRESP
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corresp

LIFEWAY FOODS, INC.

6431 W Oakton

Morton Grove, Illinois 60053

July 23, 2007

Securities and Exchange Commission

100 F Street NE

Washington, D.C. 20549

    Re:

    Lifeway Foods, Inc.

Registration Statement on Form S-3, as amended (Registration No. 333-137317)

Dear Sir or Madam:

Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as
amended, Lifeway Foods, Inc., an Illinois corporation (the “Company”), hereby requests that the
effectiveness of its Registration Statement on Form S-3, as amended (Registration No. 333-137317)
be accelerated so that it will become effective at 10:30 a.m. (E.S.T.), July 25, 2007, or as soon
thereafter as practicable.

The Company hereby acknowledges that:

    •

    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 this
action as defense in any proceeding
initiated by the Commission or any person
under the federal securities laws of the
United States.

    Very truly yours,

LIFEWAY FOODS, INC..

    By:
    /s/ Edward P. Smolyansky

    Edward P. Smolyansky

    Chief Accounting and Financial Officer