SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

       DIVISION OF
CORPORATION FINANCE

 November  20, 2012

By E -Mail

Eric Simonson , Esq.
Blank Rome LLP
The Chrysler Building
405 Lexington Avenue
New York, NY 10174 -0208

Re:   Vermillion , Inc.
 Soliciting Material  filed  pursuant to Rule 14a -12 by György B. Bessenyei,
Gregory V. Novak, and Ro bert S. Goggin
Filed November 16 , 2012
File No . 1-34810

Dear Mr. Simonson :

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 by amending your filing, by providing the requested
information, or by advising us when you will provide the requested response.  If you do not believe
our comments apply to your facts and circumstances or do not believe a n amendment is
appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in response
to these comments, we may have additional comments.

Soliciting Material

1. We note that the participan ts will proceed with their proxy solicitation .  Please revise to
file a revised and updated preliminary proxy statement.

2. In future filings, please revise the statement that the “Court Does Not Decide Issue of
Eliminating Board Seat ” since the lawsuit  was dismissed.
3. We note the  following statements about the Board  and the issuer :

 Based on information the Group has discovered, on May 15, 2012, believing that
defeat was  imminent at the upcoming stockholder meeting that was only weeks

Eric Simonson, Esq.
Blank Rome LLP
November 20, 2012
Page 2

 away, the Board of Directors made a desperate  attempt to disenfranchise Vermillion’s
stockholders;”

 “The Board’s patently false justification for taking this strange step was to ‘extend the
cash runway;’”

 “However, as President and CEO Gail S. Page and Chairman of the Board James S.
Burns  subsequen tly admitted, the actual cash savings from eliminatin g the Board seat
was only $5,000  per year;”

 “[T]hey wasted close to a million dollars on: spending an estimated $300,000 on
proxy solicitation…Incurring $300,000+ in legal fees fighting in Delaware cour t, to
justify saving $5,000, which expenses may or may not be reimbursed by Vermillion’s
insurance carrier. Giving $400,000 severance to Page after ‘terminating ’ her instead
of letting her resign ;” and

 “As a recent large sample study proved, OVA1 has no p eer when it comes to
sensitivity in detecting ovarian cancer.”
Please provide supplementally to us, and revise future filings to disclose, your support for
any statements relating to the board’s or the issuer ’s performance.  In addition, to
facilitate our  review, where the bases are other documents, such as prior proxy
statements, Forms 10 -K and 10 -Q, annual reports, analysts’ reports and newspaper
articles, provide either complete copies of the documents or sufficient pages of
information so that we can a ssess the context of the information upon which you rely.
Mark the supporting documents provided to identify the specific information relied upon.

4. In future filings, please revise the discussion about the Chancery Court dismissal to
address the consequen ces of the dismissal on the proxy contest and the nomination of one
director .

5. We note that you have started preliminary discussions with potential CEO candidates.  In
future filings, please describe any specific plans to replace the CEO and quantify the
financial consequences of any removal.

Eric Simonson, Esq.
Blank Rome LLP
November 20, 2012
Page 3

 Please direct any questions to me at (202) 551 -3411 .  You may also contact me via
facsimile at (202) 772 -9203.   Please send all correspondence to us at the following ZIP code:
20549 -3628.

                               Sincerely ,

        /s/ Peggy Kim

                                  Peggy Kim
        Special Counsel
        Office of Mergers & Acquisitions