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SEC Comment Letter for ORIGINCLEAR, INC. (OCLN) (CIK 0001419793) (OCLN) — Mar 11, 2020

ORIGINCLEAR, INC. (OCLN) (CIK 0001419793)
Date: March 11, 2020 · CIK: 0001419793 · Accession: 0000000000-20-002170

AI Filing Summary & Sentiment

File numbers found in text: 024-11141

Date
March 11, 2020
Author
Not clearly detected
Form
UPLOAD
Company
ORIGINCLEAR, INC. (OCLN) (CIK 0001419793)

Letter

March 11, 2020 T. Riggs Eckelberry Chief Executive Officer OriginClear, Inc. 525 S. Hewitt Street Los Angeles, California 90013 Re:OriginClear, Inc. Amendment No. 1 to Offering Statement on Form 1-A Filed March 6, 2020 File No. 024-11141 Dear Mr. Eckelberry: We have reviewed your amended offering statement and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your offering statement and providing the requested information. If 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 offering statement and the information you provide in response to our comment, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our February 19, 2020 letter. Amendment No. 1 to Offering Statement on Form 1-A filed March 6, 2020 Incentives, page 10 1.Please revise to disclose the marketing promotions you intend to offer to investors to encourage them to invest in your offering.

FirstName LastNameT. Riggs Eckelberry Comapany NameOriginClear, Inc. March 11, 2020 Page 2 FirstName LastName T. Riggs Eckelberry OriginClear, Inc. March 11, 2020 Page 2 You may contact Gary Newberry at 202-551-3761 or Kate Tillan at 202-551-3604 if you have questions regarding comments on the financial statements and related matters. Please contact Tim Buchmiller at 202-551-3635 or Suzanne Hayes at 202-551-3675 with any other questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Gregory A. Sichenzia, Esq.

Show Raw Text
March 11, 2020
T. Riggs Eckelberry
Chief Executive Officer
OriginClear, Inc.
525 S. Hewitt Street
Los Angeles, California 90013
Re:OriginClear, Inc.
Amendment No. 1 to Offering Statement on Form 1-A
Filed March 6, 2020
File No. 024-11141
Dear Mr. Eckelberry:
            We have reviewed your amended offering statement and have the following comment.  In
our comment, we may ask you to provide us with information so we may better understand your
disclosure.
            Please respond to this letter by amending your offering statement and providing the
requested information.  If 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 offering statement and the information you
provide in response to our comment, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our February 19, 2020 letter.
Amendment No. 1 to Offering Statement on Form 1-A filed March 6, 2020
Incentives, page 10
1.Please revise to disclose the marketing promotions you intend to offer to investors to
encourage them to invest in your offering.

 FirstName LastNameT. Riggs Eckelberry
 Comapany NameOriginClear, Inc.
 March 11, 2020 Page 2
 FirstName LastName
T. Riggs Eckelberry
OriginClear, Inc.
March 11, 2020
Page 2
            You may contact Gary Newberry at 202-551-3761 or Kate Tillan at 202-551-3604 if you
have questions regarding comments on the financial statements and related matters.  Please
contact Tim Buchmiller at 202-551-3635 or Suzanne Hayes at 202-551-3675 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Gregory A. Sichenzia, Esq.