SecProbe.io

October 5, 2010
 Biolargo, Inc. Charles K. Dargan II, Chief Financial Officer 16333 Phoebe Ave. La Mirada, CA  90638

Re: Biolargo, Inc.
 Form 10-K for the fiscal year ended December 31, 2009
  Form 10-Q for the quarter ended March 31, 2010
Form 10-Q for the quarter ended June 30, 2010 File No. 0-19709

Dear Mr. Dargan:
 We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.
 Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.
 After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.
            Form 10-K for the year ended December 31, 2009

Item 9A. Controls and Procedures, page 37
 Evaluation of Disclosure Controls, page 37

1. We note your disclosure indi cating that management determined your “disclosure
controls and procedures are effective, but n eed improvement.”  Given the significance of
the improvements which you indicate, please help us understand how you determined that your disclosure controls and procedures were effective.
 Management’s Report on Internal Cont rol over Financial Reporting, page 37

2. We note your disclosures regarding Manageme nt’s Report on Internal Control over
Financial Reporting; however, we are unable to locate Management’s report.  Please
provide Management’s assessment of the effec tiveness of internal control over financial
reporting as required by Item 308( a)(3) of Regulation S-K.  In addition, please consider

Charles K. Dargan II  Biolargo, Inc. October 5, 2010 Page 2

whether management’s failure to include the required disclosure under Item 308(a)(3) of
Regulation S-K impacts your conclusion regardi ng the effectiveness of  your disclosure
controls and procedures as of the end of your fiscal year and revise your disclosures
appropriately.
 Form 10-Q for the quarter ended March 31, 2010

Form 10-Q for the quarter ended June 30, 2010
 Exhibits 31.1 and 31.2

3. We note that your certifications included in your Form 10-Q filings for the periods ended
March 31, 2010 and June 30, 2010 omit the intro ductory language in paragraph 4 and
required language in paragraph 4(c) referring to internal control over financial reporting
as required by Item 601(b)(31) of Regulation S-K.  In this regard, please amend your
above mentioned Form 10-Q filings to in clude the aforementioned language in your
certifications.  Each of your amendments may consist of a cover page, explanatory note,
signature page and paragraphs 1, 2, 4, and 5 of the certifications.
 We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comments, please provi de a written statement from the company
acknowledging that:
• the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;

• staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

• the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

You may contact Mindy Hooker at (202) 551-3732 or me at (202) 551-3768 with any
questions.
Sincerely,
       John Cash
Branch Chief