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SEC Company Response from NORTHWEST BIOTHERAPEUTICS (NWBO) — Oct 21, 2022

NORTHWEST BIOTHERAPEUTICS INC
Date: Oct. 21, 2022 · CIK: 0001072379 · Accession: 0001104659-22-110601

Offering / Registration Process Regulatory Compliance Capital Structure

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File numbers found in text: 333-267933

Date
October 21, 2022
Author
/s/ Linda F. Powers
Form
CORRESP
Company
NORTHWEST BIOTHERAPEUTICS INC

Letter

VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Washington, DC 20549 Attention: Daniel Crawford Re: Request for Acceleration of Effectiveness of Registration Statement on Form S-3 (File No. 333-267933)

Dear Mr. Crawford:

Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), respectfully requests pursuant to Rule 461 under the Securities Act of 1933, as amended, that the effective date of the Company’s Registration Statement on Form S-3 (File No. 333-267933) (the “Registration Statement”) be accelerated and that it be declared effective October 25, 2022 at 4:00 p.m. Eastern time, or as soon as practicable thereafter, unless we or our outside counsel, Gibson, Dunn & Crutcher LLP, request by telephone that such Registration Statement be declared effective at some other time.

Please direct any questions regarding this filing to Brian Lane of Gibson, Dunn & Crutcher LLP at (202) 887-3646.

Very truly yours,
/s/ Linda F. Powers

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CORRESP
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filename1.htm

Northwest Biotherapeutics,
Inc.

4800 Montgomery Lane, Suite
800

Bethesda, MD 20814

October 21, 2022

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

Attention: Daniel Crawford

 Re: Request for Acceleration of Effectiveness of

Registration Statement on Form S-3 (File
No. 333-267933)

Dear Mr. Crawford:

Northwest Biotherapeutics, Inc., a Delaware corporation
(the “Company”), respectfully requests pursuant to Rule 461 under the Securities Act of 1933, as amended, that the effective
date of the Company’s Registration Statement on Form S-3 (File No. 333-267933) (the “Registration Statement”) be accelerated
and that it be declared effective October 25, 2022 at 4:00 p.m. Eastern time, or as soon as practicable thereafter, unless we or our outside
counsel, Gibson, Dunn & Crutcher LLP, request by telephone that such Registration Statement be declared effective at some other time.

Please direct any questions regarding this filing
to Brian Lane of Gibson, Dunn & Crutcher LLP at (202) 887-3646.

Very truly yours,

/s/ Linda F. Powers

Linda F. Powers

Chief Executive Officer of Northwest Biotherapeutics, Inc.

cc:	        Brian Lane, Gibson, Dunn & Crutcher LLP