October 10, 2016
Via Edgar
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re:Biocept, Inc. (the “Company”)
Registration Statement on Form S-1 (File No. 333-213111)
Ladies and Gentlemen:
In connection with the above-captioned registration statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), Roth Capital Partners, LLC and Feltl and Company, Inc. (the “Underwriters”) hereby join in the request of the Company that the effective date of such registration statement be accelerated to 5:00 p.m. (Eastern time) on Thursday, October 13, 2016, or as soon thereafter as practicable.
In making this request the Underwriters acknowledge that they are aware of their obligations under the Act as they relate to the public offering of securities pursuant to the registration statement.
Very truly yours,
ROTH Capital Partners, LLC
By: /s/ Aaron M. Gurewitz
Name:Aaron M. Gurewitz
Title:Head of Equity Capital Markets
Feltl and Company, Inc.
By: /s/ Chris R. Pravecek
Name:Chris R. Pravecek
Title:Director of Investment Banking
1