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Correspondence 0001193125-24-024100 from QT IMAGING HOLDINGS, INC. (QTI)

QT IMAGING HOLDINGS, INC.
Date: Feb. 5, 2024 · CIK: 0001844505 · Accession: 0001193125-24-024100

Offering / Registration Process

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File numbers found in text: 333-269760

Date
February 5, 2024
Author
/s/ Dr. Raluca Dinu
Form
CORRESP
Company
QT IMAGING HOLDINGS, INC.

Letter

GigCapital5, Inc.

c/o DLA Piper LLP (US)

555 Mission Street, Suite 2400

San Francisco, California 94105-2933

(415) 615-6095

February 5, 2024

Via EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Industrial Applications and Services

F Street, NE

Washington, DC 20549

Re:

GigCapital5, Inc.

Registration Statement on Form S-4, as amended

File No. 333-269760

Acceleration Request

Ladies and Gentlemen:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, GigCapital5, Inc. hereby requests that the effectiveness of the above-referenced Registration Statement be accelerated so that such Registration Statement will become effective at 4:00 p.m., Eastern Time, on Tuesday, February 6, 2024, or as soon thereafter as practicable.

Please notify Jeffrey Selman, counsel to the Company, at (415) 615-6095, as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.

Sincerely,
/s/ Dr. Raluca Dinu

Show Raw Text
CORRESP
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filename1.htm

CORRESP

 GigCapital5, Inc.

c/o DLA Piper LLP (US)

 555 Mission
Street, Suite 2400

 San Francisco, California 94105-2933

(415) 615-6095

February 5, 2024

 Via EDGAR

U.S. Securities and Exchange Commission

 Division of Corporation
Finance

 Office of Industrial Applications and Services

 100
F Street, NE

 Washington, DC 20549

Re:

 GigCapital5, Inc.

 Registration
Statement on Form S-4, as amended

 File No. 333-269760

Acceleration Request

 Ladies and Gentlemen:

 Pursuant
to Rule 461 promulgated under the Securities Act of 1933, as amended, GigCapital5, Inc. hereby requests that the effectiveness of the above-referenced Registration Statement be accelerated so that such Registration Statement will become effective at
4:00 p.m., Eastern Time, on Tuesday, February 6, 2024, or as soon thereafter as practicable.

 Please notify Jeffrey Selman, counsel to the Company,
at (415) 615-6095, as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.

Sincerely,

/s/ Dr. Raluca Dinu

Name: Dr. Raluca Dinu

Title: Chief Executive Officer and President