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United States securities and exchange commission logo
May 9, 2022
Matthew Eckl
Chief Financial Officer
CECO Environmental Corp.
14651 North Dallas Parkway, Suite 500
Dallas, Texas 75254
Re: CECO Environmental
Corp.
Registration
Statement on Form S-3
Filed May 2, 2022
File No. 333-264623
Dear Mr. Eckl:
This is to advise you that we have not reviewed and will not
review your registration
statement.
Please refer to Rules 460 and 461 regarding requests for
acceleration. We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact Matthew Crispino, Staff Attorney, at (202)
551-3456 or Jan Woo,
Legal Branch Chief, at (202) 551-3453 with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Amy S. Chen