SecProbe.io

August 22, 2013

Via E -mail
Andrew J. Pease
Chief Executive Officer
QuickLogic Corporation
1277 Orleans Drive
Sunnyvale, CA 94089

Re: QuickLogic Corporation
 Amendment No. 1 to Registration Statement on Form S -3
Filed June 31, 2013
File No. 333-190277

Dear Mr. Pease :

We have limited our review of your registration statement to those issues we have
addressed in our comment.  In  our comment, we may ask you to provide us with info rmation so
we may better understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  Where you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to our comment , we may have  additional comments.

Registration Statement Fee  Table

1. We see from footnote 7 to your fee table that you may offer units composed of the
securities already identified in your fee table.  Similarly, page 18 of your prospectus
indicates that guaranties may be issued in connection with the debt securities .  In order to
issue units or guaranties, please also register those securities in your fee table and file an
opinion as Exhibit 5.1 to your registration statement that also addresses the legality of
those securities.

We urge all persons who are responsib le for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 193 3 and
all applicable Securities  Act rules require.   Since the company and its management are in
possession of a ll facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Andrew J. Pease
QuickLogic Corporation
August 22, 2013
Page 2

 Notwithstanding our comment, in the event you request acceleration of the effective date
of the pending registration state ment please provide a written statement from the company
acknowledging 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 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 refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities unde r
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration statement.  Please allow
adequate time  for us to review any amendment prior to the req uested effective date of the
registration statement.

Please contact Tim Buchmiller  at (202) 551 -3635  or me at (202) 551 -3528 with any
questions.

Sincerely,

/s/ Amanda Ravitz

Amanda Ravitz
Assistant Director

cc (via e -mail):  Aaron J. Alter, Esq.
 John Randall Lewis, E sq.
 Wilson Sonsini Goodrich and Rosati
 Professional Corporation