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SEC Comment Letter for CYNOSURE INC (CIK 0000885306) — Nov 18, 2005

CYNOSURE INC (CIK 0000885306)
Date: Nov. 18, 2005 · CIK: 0000885306 · Accession: 0000000000-05-058617

AI Filing Summary & Sentiment

File numbers found in text: 333-127463

Date
November 18, 2005
Author
Peggy Fisher
Form
UPLOAD
Company
CYNOSURE INC (CIK 0000885306)

Letter

Mail Stop 6010 November 18, 2005 Michael R. Davin Cynosure, Inc. 5 Carlisle Road Westford, MA 01886

Re: Cynosure, Inc. Registration Statement on Form S-1 Amendment No. 2 Filed November 14, 2005 File No. 333-127463

Dear Mr. Davin:

We have reviewed your filing and have the following comments. Where indicated, we think you should revise your document in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. After reviewing this information, we may raise additional comments.

Please understand that the purpose of our review process is to assist you in your compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing. We look forward to working with you in these respects. We welcome any questions you may have about our comments or any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.

Legality Opinion

1. We note the penultimate paragraph disclaiming any obligation to update the opinion. If the language is retained, file a revised opinion as an exhibit on the date that the registration statement is to be declared effective, and date the opinion as of the effective date.

Please contact Alan Morris at (202) 551-3601 or me at (202) 551-3800 with any other questions.

Sincerely,
Peggy Fisher
Assistant Director

Show Raw Text
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<FILENAME>filename1.txt
<TEXT>

Mail Stop 6010
      November 18, 2005

Michael R. Davin
Cynosure, Inc.
5 Carlisle Road
Westford, MA 01886

Re:	Cynosure, Inc.
      Registration Statement on Form S-1
      Amendment No. 2
      Filed November 14, 2005
	File No. 333-127463

Dear Mr. Davin:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.  After
reviewing this information, we may raise additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Legality Opinion

1. We note the penultimate paragraph disclaiming any obligation to
update the opinion.  If the language is retained, file a revised
opinion as an exhibit on the date that the registration statement
is
to be declared effective, and date the opinion as of the effective
date.

      Please contact Alan Morris at (202) 551-3601 or me at (202)
551-3800 with any other questions.

      					Sincerely,

      					Peggy Fisher
      					Assistant Director

cc.  Corey C. Dufresne (Wilmer Cutler-Boston)
Via FAX (617) 526-5000
Michael R. Davin
Cynosure, Inc.
November 18, 2005
Page 2

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