QT Imaging Holdings, Inc.
c/o DLA Piper LLP (US)
555 Mission Street, Suite 2400
San Francisco, California 94105-2933
(415) 836-2533
April 1, 2026
Via EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
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| Re: | QT Imaging Holdings, Inc. |
| | Registration Statement on Form S-3 |
| | File No. 333-294705 |
| | Acceleration Request |
Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, QT Imaging Holdings, 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 Friday, April 3, 2026, or as soon thereafter as practicable.
Please notify Elena Nrtina, counsel to the company, at (415) 836-2533, as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.
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Sincerely, |
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/s/ Dr. Raluca Dinu |
Name: Dr. Raluca Dinu Title: Chief Executive Officer |