Attached files

file filename
S-1 - FORM S-1 - Zeltiq Aesthetics Incds1.htm
EX-3.2 - FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - Zeltiq Aesthetics Incdex32.htm
EX-3.1 - FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - Zeltiq Aesthetics Incdex31.htm
EX-3.4 - FORM OF AMENDED AND RESTATED BYLAWS - Zeltiq Aesthetics Incdex34.htm
EX-3.3 - AMENDED AND RESTATED BYLAWS - Zeltiq Aesthetics Incdex33.htm
EX-4.2 - WARRANT TO PURCHASE STOCK - Zeltiq Aesthetics Incdex42.htm
EX-10.7 - LOAN AND SECURITY AGREEMENT - Zeltiq Aesthetics Incdex107.htm
EX-10.8 - FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT - Zeltiq Aesthetics Incdex108.htm
EX-23.4 - CONSENT OF RABIN RESEARCH COMPANY - Zeltiq Aesthetics Incdex234.htm
EX-23.3 - CONSENT OF EASTON ASSOCIATES, LLC - Zeltiq Aesthetics Incdex233.htm
EX-10.17 - FORM OF INDEMNIFICATION AGREEMENT - Zeltiq Aesthetics Incdex1017.htm
EX-10.23 - THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT - Zeltiq Aesthetics Incdex1023.htm
EX-10.10 - MANUFACTURING SERVICES AGREEMENT - Zeltiq Aesthetics Incdex1010.htm
EX-10.18 - OFFER LETTER AGREEMENT - Zeltiq Aesthetics Incdex1018.htm
EX-10.20 - OFFER LETTER AGREEMENT - Zeltiq Aesthetics Incdex1020.htm

EXHIBIT 23.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the use in this Registration Statement on Form S-1 of our report dated July 13, 2011, relating to the financial statements of ZELTIQ Aesthetics, Inc., which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” in such Registration Statement.

s/ PricewaterhouseCoopers LLP

San Jose, California

July 13, 2011