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SEC Company Response from Cyclacel Pharmaceuticals, Inc. (BGMS, BGMSP) (CIK 0001130166) (BGMS) — Dec 1, 2010

Cyclacel Pharmaceuticals, Inc. (BGMS, BGMSP) (CIK 0001130166)
Date: Dec. 1, 2010 · CIK: 0001130166 · Accession: 0000950123-10-110138

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File numbers found in text: 333-170421

Date
December 1, 2010
Author
Not clearly detected
Form
CORRESP
Company
Cyclacel Pharmaceuticals, Inc. (BGMS, BGMSP) (CIK 0001130166)

Letter

VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Attention: Jeffrey P. Riedler, Esq. RE: Cyclacel Pharmaceuticals, Inc. Registration Statement on Form S-1 (Commission File No. 333-170421) Acceleration Request

Dear Mr. Riedler:

Pursuant to Rule 461 of the Rules and Regulations promulgated under the Securities Act of 1933, as amended, Cyclacel Pharmaceuticals, Inc. (the “Company”) hereby respectfully requests that the effectiveness of the above-captioned Registration Statement on Form S-1 be accelerated to Monday, December 6, 2010, at 4:00 p.m. Eastern Time, or as soon as practicable thereafter.

The Company acknowledges 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 with 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 the 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.

The cooperation of the staff in meeting the timetable described above is very much appreciated.

Any questions regarding this request should be addressed to Avisheh Avini, Esq., at Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., The Chrysler Center, 666 Third Avenue, New York, New York, 10017, telephone (212) 692-6200.

Very truly yours,
Cyclacel Pharmaceuticals, Inc.

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CORRESP
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filename1.htm

Correspondence

Cyclacel Pharmaceuticals, Inc.

200 Connell Drive, Suite 1500

Berkeley Heights, NJ 07922

(908) 517-7330

December 1, 2010

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Jeffrey P. Riedler, Esq.

    RE:

    Cyclacel Pharmaceuticals, Inc.

Registration Statement on Form S-1 (Commission File No. 333-170421)

Acceleration Request

Dear Mr. Riedler:

Pursuant to Rule 461 of the Rules and Regulations promulgated under the Securities Act of 1933, as amended,
Cyclacel Pharmaceuticals, Inc. (the “Company”) hereby respectfully requests that the effectiveness of the
above-captioned Registration Statement on Form S-1 be accelerated to Monday, December 6, 2010, at 4:00 p.m. Eastern
Time, or as soon as practicable thereafter.

The Company acknowledges 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 with 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 the 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.

The cooperation of the staff in meeting the timetable described above is very much appreciated.

Any questions regarding this request should be addressed to Avisheh Avini, Esq., at Mintz, Levin, Cohn, Ferris,
Glovsky and Popeo, P.C., The Chrysler Center, 666 Third Avenue, New York, New York, 10017, telephone (212) 692-6200.

1

Very truly yours,

Cyclacel Pharmaceuticals, Inc.

/s/ Paul McBarron

By: Paul McBarron

Its: Executive Vice President –
 Finance, Chief Operating Officer and

Chief Financial Officer

    cc:

    Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

    Joel I. Papernik, Esq.

Todd E. Mason, Esq.

2