SecProbe.io

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Mail Stop 0309	December 9, 2004

Mark J. Ahn, Ph.D.
President and CEO
Hana Biosciences, Inc.
400 Oyster Point Boulevard, Suite 215
South San Francisco, CA 94080

Re:	Hana Biosciences, Inc.
Amendment No. 2 to Registration Statement on Form SB-2,
filed November 24, 2004
      File No. 333-118426

Dear Dr. Ahn:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not 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 filing.
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. In your prior response letter, you stated that the Company
planned
to file Form 8-K relating to the intended change in fiscal year
(Item
5.03). We were unable to locate this filing. Please advise.

2. All financial statements to be filed by the Company subsequent
to
completion of the reverse acquisition should be those of the
accounting acquirer, as adjusted to reflect the recapitalization
of
Hana. We noted that the historical financial statements have not
been
adjusted to reflect this recapitalization. Please revise the
historical shares outstanding in all financial statements and
related
disclosures included in this filing to the ultimate exchange ratio
implicit in the reverse acquisition.

Summary, pages 3-6

3. Please eliminate or explain the jargon and technical terms in
the
forepart of your prospectus.  For example, these words appear in
your
summary: "lingual," "oral mucosa" and "pharmacokinetic."  Instead,
please explain these concepts in concrete, everyday language.
Further, place any industry terms you use in context so those
potential investors who do not work in your industry can
understand
the disclosure. See Rule 421(d)(2)(ii) of Regulation C.

4. Please revise your summary to include a discussion of your
history
of losses.  The losses and your accumulated deficit should be
quantified.  This information and the information relating to your
risks should be presented before the summary of your Corporate
History.  Please revise accordingly.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations

Liquidity and Capital Resources, page 23

5. Please explain what you mean by "similar sources of capital
previously described."

Research and Development Projects, page 26

6. Please revise to explain the term "pilot pharmacokinetic study"
the first time it is used.

License Agreements, page 42

7. Please revise the description of your agreement with NovaDel on
page 43 to disclose the value of the 73,121 shares issued to them.

Exhibits

8. Please file your License and Development Agreement with NovaDel
Pharma, Inc. as an exhibit to the registration statement prior to
requesting acceleration for effectiveness.

Note 5. Issuance of Securities, page F-8

9. Refer to your response to comment 14. We note your explanation
for
determining compensation expense based on market values of $1.18
per
share and $1.43 per share. Please tell us the dates for each stock
option grant between November 1, 2003 and February 1, 2004 and
provide a more specific explanation of how you determined the
related
market values. Discuss the relevance of the Company`s stock
trading
price on each grant date. Also, we note that 270,884 options were
granted between February 1, 2004 and February 15, 2004, when the
Company completed its IPdR acquisition and sold 1,987,846 shares
of
common stock at $2.375 per share. Use of a value other than $2.375
per share for the options granted in February 2004 does not appear
to
be appropriate. We note that you issued options on August 18, 2004
at
$2.37 per share, subsequent to the preferred stock issuance on
July
21, 2004 at $3.34 per share.  It appears that a fair value
valuation
of $3.34 per share in August may be more appropriate for
determining
compensation expense related to the options issued.  Please
advise.

Pro Forma Condensed Combined Financial Statements

10. Refer to your response to comment 16. Please tell us more
specifically the basis for your conclusion that the non-detachable
conversion rights relating to each Series A preferred share sold
on
July 21, 2004 were not in-the-money at the commitment date. We
note
that each of these preferred shares is convertible into 1.41
shares
of the common stock of Email Real Estate.com (now Hana
Biosciences).
The value of each Series A preferred share in relation to the
value
of the Company`s common stock at the commitment date appears to
indicate the existence of a beneficial conversion feature.

*	*	*	*	*

      As appropriate, please amend your filing in response to
these
comments.  You may wish to provide us with marked copies of the
amendment to expedite our review.  Please furnish a cover letter
with
your amendment that keys your responses to our comments and
provides
any requested supplemental information.  Detailed cover letters
greatly facilitate our review.  Please file your cover letter on
EDGAR under the form type label CORRESP. Please understand that we
may have additional comments after reviewing your amendment and
responses to our comments.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      You may contact Frank Wyman at (202) 942-2851 or Mary Mast
at
(202) 942-1858 if you have questions regarding comments on the
financial statements and related matters.  Please contact Sonia
Barros at (202) 824-5304 or Suzanne Hayes at (202) 942-1789 with
any
other questions.

								Sincerely,

								Jeffrey P. Riedler
								Assistant Director

cc:	Christopher J. Melsha, Esq.
      Maslon Edelman Borman & Brand, LLP
      90 South 7th Street, Suite 3300
      Minneapolis, Minnesota 55402
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Mark J. Ahn, Ph.D.
December 9, 2004
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