SecProbe.io

September 28, 2010
 John Gandolfo Chief Financial Officer Bacterin Internati onal Holdings, Inc.
600 Cruiser Lane Belgrade, MT 59714
Re: Bacterin International Holdings, Inc.
 Item 4.01 Form 8-K
Filed September 24, 2010 File No. 333-158426

Dear Mr. Gandolfo:
 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 within fi ve business days by amending your filing, by
providing the requested information, or by advi sing 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, pl ease tell us why in your response.
 After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.

Item 4.01 Form 8-K Filed September 24, 2010

 1. Please revise paragraph (a)(ii) to disclose  whether Uniack’s reports on the financial
statements for either of the years ended December 31, 2008 and 2009 contained an
adverse opinion or a disclaimer of opini on or were qualified or modified as to
uncertainty, audit scope, or accounting principl es and describe the nature of each such
adverse opinion, disclaimer of  opinion, modification, or qualif ication.  Refer to paragraph
(a)(1)(ii) of Item 304 of  Regulation S-K.  In this regar d, we note that Uniack’s report on
your financial statements for the year ende d December 31, 2008 cont ained an explanatory
paragraph regarding your ability to continue as a going concern.
 2. Please file an updated letter from  Uniack as an exhibit to th e amendment filed in response
to our comments in accordance with Items 304( a)(3) and 601(b)(16) of Regulation S-K.

John Gandolfo Bacterin Internati onal Holdings, Inc.
September 28, 2010 Page 2

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comments, please provi de a written statement from the company
acknowledging that:
• the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;

• staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

• the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Lisa Sellars at 202-551-3348 if you have questions.  In her absence you
may contact me at (202) 551-3344.
Sincerely,

William H. Thompson
Accounting Branch Chief