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CORRESP Filing

NETLIST INC
Date: May 16, 2025 · CIK: 0001282631 · Accession: 0001104659-25-050055

AI Filing Summary & Sentiment

Sentiment
Urgency
Document Type
Confidence
SEC Posture
Company Posture

Summary

Reasoning

Date
May 16, 2025
Author
Gail M. Sasaki
Form
CORRESP
Company
NETLIST INC

Letter

NETLIST, INC.

111 ACADEMY, SUITE 100

IRVINE, CA 92617

May 16, 2025

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Ms. Baldwin

Re: Netlist, Inc.

Registration Statement on Form S-3

File No. 333 -287238 (the "Registration Statement")

Acceleration Request

Ladies and Gentlemen:

In accordance with Rule 461 of Regulation C promulgated under the Securities Act of 1933, as amended, Netlist, Inc. (the "Registrant") hereby respectfully requests that the Securities and Exchange Commission accelerate the effective date of the above-referenced Registration Statement to Tuesday, May 20, 2025, at 4:05 p.m., Eastern Time, or as soon as thereafter practicable.

The cooperation of the staff in meeting the timetable described above is very much appreciated.

Please contact Melanie Ruthrauff Levy or Nadia Do Canto of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., counsel to the Registrant, at (858) 314-1873 or (617) 210-6878, respectively, with any questions regarding this request.

Very truly yours,
NETLIST, INC.

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CORRESP
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 filename1.htm

 NETLIST, INC.

 111 ACADEMY, SUITE 100

 IRVINE, CA 92617

 May 16, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention: Ms. Baldwin

 Re:
 Netlist, Inc.

 Registration Statement on Form S-3

 File No. 333 -287238
 (the "Registration Statement")

 Acceleration Request

 Ladies and Gentlemen:

 In accordance with Rule 461 of Regulation
C promulgated under the Securities Act of 1933, as amended, Netlist, Inc. (the "Registrant") hereby respectfully requests
that the Securities and Exchange Commission accelerate the effective date of the above-referenced Registration Statement to Tuesday, May 20,
2025, at 4:05 p.m., Eastern Time, or as soon as thereafter practicable.

 The cooperation of the staff in meeting the timetable
described above is very much appreciated.

 Please contact Melanie Ruthrauff Levy or Nadia
Do Canto of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., counsel to the Registrant, at (858) 314-1873 or (617) 210-6878,
respectively, with any questions regarding this request.

 Very truly yours,

 NETLIST, INC.

 /s/ Gail M. Sasaki

 Gail M. Sasaki, Chief Financial Officer

 cc:
 Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

 Scott Stanton, Esq.

 Melanie Ruthrauff Levy, Esq.

 Nadia Do Canto, Esq.