February
9, 2007
Filed
as Correspondence Via EDGAR
Securities
and Exchange Commission
Division
of Corporate Finance
100
F.
Street, N.E.
Washington,
D.C. 20549
Attn:
Mary Fraser, Esq.
|
RE: |
OXIS
International, Inc.
|
Form
SB-2 Registration Statement
(File
No. 333-139216)
Dear
Ms.
Fraser:
OXIS
International, Inc. (the “Company”) hereby requests that the Securities and
Exchange Commission (“Commission”) take appropriate action to make the
above-captioned registration statement be ordered effective at 10:00 a.m.
(E.S.T.) on February 12, 2007.
The
Company acknowledges that:
1. should
the Commission or the staff, acting pursuant to delegated authority, declare
the
filing effective, it does not foreclose the Commission from taking any action
with respect to the filing;
2. the
action of the Commission or the staff, acting pursuant to delegated authority,
in declaring the filing effective, does not relieve the Company from its full
responsibility for the adequacy and accuracy of the disclosure in the filing;
and
3. the
Company may not assert staff comments and the declaration of effectiveness
as
defense in any proceeding initiated by the Commission or any person under the
federal securities laws of the United States.
|
Very
truly yours,
|
|
|
|
|
|
/s/
Marvin S. Hausman
|
|
CEO,
OXIS International, Inc.
|
cc:
Edgar
D.
Park, Richardson & Patel