SEC Comment Letter for PALATIN TECHNOLOGIES INC (PTN, PTNT) (CIK 0000911216) (PTN) — Aug 7, 2015
PALATIN TECHNOLOGIES INC (PTN, PTNT) (CIK 0000911216)
Date: Aug. 7, 2015 · CIK: 0000911216 · Accession: 0000000000-15-040618
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File numbers found in text: 333-206047
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August 7 , 2015 Via E -mail Stephen A. Slusher Chief Legal Officer Palatin Technologies, Inc. 4B Cedar Brook Drive Cranbury, New Jersey 08512 Re: Palatin Technologies, Inc. Registration Statement on Form S -3 Filed August 3, 2015 File No. 333-206047 Dear Mr. Slusher : This is to advise you that we have not reviewed and will not review your registration statement . We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In the event you request acceleration of the effective date of the pending regist ration statement , please provide a written statement from the company acknowledging that: 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 wit h respect to the filing; 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 th e filing; and the company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Please refer to Rules 460 and 4 61 regarding requests for acceleration . We will consider a written request for acceleration of the effective date of the registration statement as confirmation Stephen A. Slusher Palatin Technologies, Inc. August 7 , 2015 Page 2 of the fact that those requesting acceleration are aware of their respective responsibilities u nder the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the registered securities . Please contact Alla Berenshteyn at (202) 551 -4325 or me at (202) 551 -3715 with any questions. Sincerely, /s/ Jeffrey P. Riedler Jeffrey P. Riedler Assistant Director cc: Via E -mail Faith L. Charles Thompson Hine LLP