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December 11, 2007
Via U.S. Mail and Facsimile (518-798-3625)
Vincent Bucci
Chairman of the Board
AngioDynamics, Inc.
603 Queensbury Avenue
Queensbury, NY 12804
Re: AngioDynamics, Inc.
Form 10-K for Fiscal Year Ended June 2, 2007
Filed August 14, 2007
File No. 0-50761
Dear Mr. Bucci:
We have limited our review of your above filings to
disclosure
relating to your contacts with a country that has been identified
as
a state sponsor of terrorism, and we have the following comments.
Our review with respect to this issue does not preclude further
review by the Assistant Director group with respect to other
issues.
At this juncture, we are asking you to provide us with
supplemental
information, so that we may better understand your disclosure.
Please be as detailed as necessary in your response. After
reviewing
this information, we may raise additional comments.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your
filings.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.
General
1. Enforcement Information for November 2, 2007, available on the
website of the 3Treasury Department`s Office of Foreign Assets
Control (OFAC) indicates that your subsidiary, RITA Medical
Systems,
LLC, has settled, by a civil penalty, allegations that its
predecessor, RITA Medical Systems, Inc. ("RITA"), violated the
Iranian Transactions Regulations between October 2002 and January
2003. Your Form 10-K does not include any information related to
business contacts with Iran.
Please describe for us the nature and extent of any past, current
or
anticipated contacts with Iran, a country designated by the State
Department as a state sponsor of terrorism and subject to U.S.
economic sanctions and export controls. Describe both direct
contacts and contacts through subsidiaries or through other
indirect
arrangements. Your response should include reasonably detailed
information regarding any products, technologies, and services
sold
or otherwise provided into Iran, and any contacts, including any
agreements and commercial arrangements, with the Iranian
government
or entities affiliated with that government.
2. Please discuss the materiality of any contacts described in
response to the foregoing comments, and whether they would
constitute
a material investment risk for your security holders. You should
address materiality in quantitative terms, including, the
approximate
dollar amounts of any revenues, assets, and liabilities associated
with Iran for the last three years. Please also address
materiality
in terms of qualitative factors that a reasonable investor would
deem
important in making an investment decision, including the
potential
impact of corporate activities upon a company`s reputation and
share
value.
We note, for example, that Arizona and Louisiana have adopted
legislation requiring their state retirement systems to prepare
reports regarding state pension fund assets invested in, and/or
permitting divestment of state pension fund assets from, companies
that do business with countries identified as state sponsors of
terrorism. The Missouri Investment Trust has established an
equity
fund for the investment of certain state-held monies that screens
out
stocks of companies that do business with U.S.-designated state
sponsors of terrorism. The Pennsylvania legislature has adopted a
resolution directing its Legislative Budget and Finance Committee
to
report annually to the General Assembly regarding state funds
invested in companies that have ties to terrorist-sponsoring
countries. Your materiality analysis should address the potential
impact of the investor sentiment evidenced by such actions
directed
toward companies that have business contacts with Iran.
Your qualitative materiality analysis also should address whether,
and the extent to which, the government of Iran, or persons or
entities controlled by that government, have received cash or act
as
intermediaries in connection with any contacts.
3. Please describe for us any regulatory compliance programs you
have
in place that relate to contacts with countries identified as
state
sponsors of terrorism.
* * * * *
Please respond to these comments within 10 business days or
tell us when you will provide us with a response. Please submit
your
response letter on EDGAR.
We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filings include all information required under the Exchange Act of
1934 and that they have provided all information investors require
for an informed investment decision. Since the company and its
management are in possession of all facts relating to the
company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.
In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:
* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.
In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filings or
in
response to our comments on your filings.
Please understand that we may have additional comments after
we
review your response to our comments. Please contact Pradip
Bhaumik,
Attorney-Advisor, at (202) 551-3333 if you have any questions
about
the comments or our review. You may also contact me at (202) 551-
3470.
Sincerely,
Cecilia Blye, Chief
Office of Global Security
Risk
cc: Peggy Fisher
Assistant Director
Division of Corporation Finance
Vincent Bucci
AngioDynamics, Inc.
December 11, 2007
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