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Wilson Sonsini Goodrich & Rosati Professional Corporation
650 Page Mill Road Palo Alto, California 94304-1050
O: 650.493.9300 F: 650.493.6811 |
October 24, 2022
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Manufacturing
100 F Street, N.E.
Washington, DC 20549-3720
| Attn: | Erin Donahue |
| Erin Purnell |
| Re: | Amprius Technologies, Inc. |
| Registration Statement on Form S-1 |
| Filed September 30, 2022 |
| File No. 333-267691 |
Ladies and Gentlemen:
On behalf of our client, Amprius Technologies, Inc. (“Amprius” or the “Company”), we submit this letter in response to comments from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) contained in its letter dated October 18, 2022, relating to the above referenced Registration Statement on Form S-1 submitted to the Commission on September 30, 2022 (the “Registration Statement”). We are concurrently filing via EDGAR Amendment No. 1 to the Registration Statement (“Amendment No. 1”).
In this letter, we have recited the comments from the Staff in italicized, bold type and have followed each comment with the Company’s response. Except for page references appearing in the headings and Staff comments below (which are references to the Registration Statement submitted on September 30, 2022), all page references herein correspond to the page of Amendment No. 1.
Form S-1 filed on September 30, 2022
General
| 1. | We note your registration statement on Form S-1 (File No. 333-267683) is currently under review and that we issued comments on October 18, 2022. To the extent applicable, please make the changes we have requested in our other comment letter to this registration statement as well. |
The Company acknowledges the Staff’s comment and respectfully advises the Staff that, to the extent applicable, it has made the changes requested in the other comment letter to the Registration Statement.
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