SecProbe.io

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

       DIVISION OF
CORPORATION FINANCE

 November 19, 2018

By E-Mail

Andrew D. Hudders, Esq.
Golenbock Eiseman Assor Bell & Peskoe  LLP
711 Third Avenue – 17th Floor
New York, NY 10022

Re: ClearSign Combustion Corporation
Preliminary Proxy Statement  filed Anthony DiGiandomenico
Filed on November 9, 2018
File No. 001-35521

Dear M r. Hudders :

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 bett er 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 fact s and circumstances or do not believe an 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 th ese comments , we may have additional comments.

Prelimina ry Proxy Statement
1. Please provide us your a nalysis of whether MDB Capital G roup LLC and Richard
Deutsch are participants in your solicitation. See Instruction 3 to Item 4  of Schedule 14A
for guidance.
2. Each statement or assertion of opinion or belief must b e clearly characterized as such,
and a reasonable factual basis must exist for each such opinion or belief. Support for
opinions or beliefs should be self -evident, disclosed in the proxy statement or provided to
the staff on a supplemental basis. Provide s upport for your statement that “…the
company has been underperforming and is not taking advantage of its resources and
opportunities under the current Board and management.”
3. Please clarify  on page 2 the meaning of “ineffective pursuit of business opportunities.”

Andrew D. Hudders, Esq.
Golenbock Eiseman Assor Bell & Peskoe LLP
November 19 , 2018
Page 2

 4. Revise your disclosure to generally address whether the replacement of all or a majority
of the current directors would have a negative effect on the company. For example,
describe  whether any members of management would be entitled to receive
compensation under any change of control agreement or similar provision in an
employment agreement and whether any company obligation would be accelerated.++
5. With respect to the first full paragraph on page 3, please revise your disclosure to explain
whether you are entitled to revise the proposals for an eventual special meeting under
Washington law.  We may have further comment.
6. Refer to the fifth full paragraph on page 3. With a view towar ds revised disclosure, tell us
how you are “sure that the Company will try to say that [you] will not have the full
percentage of votes to call a meeting if [you deliver] less than 25% but more than 10%.”
You must avoid issuing statements that directly or indirectly impugn the character,
integrity or personal reputation or make charges of illegal, improper or immoral conduct
without factual foundation. In this regard, note that the factual foundation for such
assertion must be reasonable. Refer to Rule 14a -9.
7. Please tell us the Washington state law that provides for consents to be delivered within
seventy (70) days  of the record date.

Past Contacts, page 5
8. Please provide us supplemental support regarding Mr. Tokman’s business
accomplishments (first full par agraph of page 6 ) and regarding  the email Mr. Bell sent to
Mr. DiGiandomenico on October 4, 2018 (second full paragraph of page 6) .

Written Request Procedures, page 8
9. Please tell us the authority upon which you based your disclosure that the proxies may
use their proxy authority to apply for a court order tha t the special meeting be held.

Certain Information Regarding the Solicitation Participant, page 10
10. We note your disclosure in the last paragraph on page 10. With a view toward revised
disclosure, please tell us whether the company paid compensation in excess of $120,000
to MDB Capital Group, since the beginning of the registrant’ s last fiscal year , and
whether MDB Capital Group is an associate of Mr. DiGiandomenico .

Schedule II, page 14
11. Please update this disclosure .

Andrew D. Hudders, Esq.
Golenbock Eiseman Assor Bell & Peskoe LLP
November 19 , 2018
Page 3

 Form of Proxy Card
12. Given that the solicitation relates solely to the calling of a special meeting, tell us why
you have included the five  proposals you may present at an eventual special meeting in
the proxy card .

We remind you that the filing persons are responsible for the accuracy and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of action by the  staff

Please direct any questions to me at (202) 551 -3619.

        Sincerely,

        /s/ Daniel F. Duchovny
        Daniel F. Duchovny
        Special Counsel
        Office of Mergers and Acquisitions