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SEC Response Letter

 EDWARDS WILDMAN PALMER LLP

 111 HUNTINGTON AVENUE

 BOSTON, MA 02199

+1 617 239 0100 main    +1 617 227 4420 fax

 edwardswildman.com

 FOIA Confidential Treatment Requested

Pursuant to 17 C.F.R. §200.83

The entity requesting confidential treatment is

 Enanta Pharmaceuticals, Inc.

 500 Arsenal Street Watertown, MA 02472

Attn: Jay R. Luly, Ph.D.

 President and
Chief Executive Officer

 Telephone (617) 607-0800

 Stacie S. Aarestad

 +1 617 239 0314

 fax +1 866 955 8599

saarestad@edwardswildman.com

 VIA EDGAR AND ELECTRONIC MAIL

 January 15, 2013

 United States Securities and Exchange Commission

Division of Corporation Finance

 100 F Street,
N.E.

 Washington, D.C. 20549

 Attn:

 Christine Allen

 Mary
Mast

 Re:

 Enanta Pharmaceuticals, Inc.

Registration Statement on Form S-1

 File No.
333-184779

 Ladies and Gentlemen:

On behalf of Enanta Pharmaceuticals, Inc. (the “Company”), set forth below is additional information to assist the accounting
staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) in its review of the above-referenced registration statement on Form S-1 (the “Registration Statement”). The responses set forth
below are based upon information provided to Edwards Wildman Palmer LLP by the Company. The responses are keyed to the numbering of the comments and the headings used in the Staff’s letter to the Company dated September 26, 2012. All
information in this letter is presented before giving effect to a reverse stock split that the Company plans to implement prior to effectiveness of the Registration Statement.

 Enanta Pharmaceuticals, Inc. respectfully requests that the bracketed information contained herein be treated as confidential information and that the Commission provide timely notice to Jay R. Luly,
Ph.D., President and Chief Executive Officer, Enanta Pharmaceuticals, Inc., 500 Arsenal Street, Watertown, MA 02472, before it permits any disclosure of the bracketed information in Request #1.

CONFIDENTIAL TREATMENT REQUESTED BY ENANTA PHARMACEUTICALS, INC.

ENANTA-1

 BOSTON
• CHICAGO • FT LAUDERDALE • HARTFORD • HONG KONG • LONDON • LOS ANGELES • MADISON NJ

 NEW YORK •
ORANGE COUNTY • PROVIDENCE • STAMFORD • TOKYO • WASHINGTON DC • WEST PALM BEACH

 United States Securities and Exchange Commission

January 15, 2013

 Page 2

 Note 14: Stock-Based Awards

 Stock Option Valuation

22.
You have issued 513,500 stock options in the six months ended June 30, 2012. We will evaluate the accounting treatment for these and any other equity issuances
once an IPO price has been set.

 Rule 83 Confidential Treatment Request by Enanta
Pharmaceuticals, Inc. Request #1

 Response:  The Company supplementally advises the Staff on a
confidential basis that the Company currently anticipates that the price range for this offering will be within the range of $[****] to $[****] per share (before giving effect to a reverse stock split that the Company plans to implement prior to
effectiveness of the Registration Statement). This indicative price range is based on a number of factors, including existing conditions in the public capital markets; the Company’s prospects and the history of and prospects for the
Company’s industry; the recent market prices of, and the demand for, publicly-traded common stock of generally comparable companies; and preliminary discussions with the underwriters regarding potential valuations of the Company. The
actual price range to be included in a subsequent amendment to the Registration Statement (which will comply with the Staff’s interpretation regarding the parameters of a bona fide price range) has not yet been determined and remains
subject to adjustment based on factors outside of the Company’s control.

 Accordingly, we are submitting this letter to
provide context for this proposed price range and to assist the Staff in understanding the expected difference between such price range and the valuations used by the Company in its most recent grants of stock options, which were 105,000 stock
options issued as recruitment awards on November 14, 2012 at a per share exercise price of $3.12, and 518,000 stock options issued on December 26, 2012 to employees as annual year-end awards at a per share exercise price of $3.29. The
exercise prices of each of those awards were equal to the fair value per share of our common stock, as determined by our Board of Directors, as of each grant date. The December 26, 2012 stock options have an exercise price that [****] the
$[****] midpoint of the projected price range of the offering, and the November 14, 2012 stock options have an exercise price that [****] the $[****] midpoint of the projected price range of the offering, assuming a range of $[****] to $[****]
per share. Further, by way of background, the Board of Directors of the Company engaged a third-party valuation firm to assist it with each of the valuations of its common stock as of the two stock option grant dates.

In connection with the Staff’s comments to the Registration Statement, the Company advises the Staff that, in its next amendment to
the Registration Statement, the Company plans to revise its disclosures in Management’s Discussion and Analysis of Financial Condition and Results of Operations regarding the discussions of valuations of common stock and of stock-based
compensation to reflect the new equity awards. A draft of that proposed revised discussion is attached hereto as Appendix A.

CONFIDENTIAL TREATMENT REQUESTED BY ENANTA PHARMACEUTICALS, INC.

ENANTA-2

 United States Securities and Exchange Commission

January 15, 2013

 Page 3

 The Company and the underwriters are currently preparing to begin the road show for the
offering on or about [****]. To the extent it is feasible, we would appreciate the Staff’s efforts to provide any further comments as soon as possible.

 If you require additional information, please telephone either the undersigned at the telephone number indicated above, or Nathaniel Gardiner of this firm at (617) 239-0293.

 Very truly yours,

 /s/ Stacie S. Aarestad

 Stacie S. Aarestad

 SSA

CONFIDENTIAL TREATMENT REQUESTED BY ENANTA PHARMACEUTICALS, INC.

ENANTA-3

  APPENDIX A

To derive the value of the common stock, the proceeds to the common stockholders were calculated based on the preferences and priorities
of the preferred and common stock, including the participation features of certain series of the preferred shares. A discount for lack of marketability of 25% was applied to reflect the increased risk arising from the inability to readily sell the
shares.

  Our common stock valuations as of May 31, 2012, September 30, 2012, October 17, 2012 and December 10,
2012 were prepared utilizing a hybrid of the OPM and the probability-weighted expected return method, or PWERM. Under the PWERM methodology, the fair market value of common stock is estimated based upon an analysis of future values for our company
assuming various outcomes. The common stock value is based on the probability-weighted present value of expected future investment returns considering each of the possible outcomes available to us as well as the rights of each class of stock. The
future value of the common stock under each outcome is discounted back to the valuation date at an appropriate risk-adjusted discount rate and probability weighted to arrive at an indication of value for the common stock. A discount for lack of
marketability, to account for the illiquidity of the common stock, is applied to the indicated common stock value to determine the fair value of the common stock.

 Three types of future event scenarios were considered: an IPO in the near term, a sale in the near term, and a longer-term liquidity event. The IPO and sale scenarios were valued using the PWERM and the
longer-term liquidity event was valued using the OPM. As of May 31, 2012, management and our board of directors determined that the total probability for the IPO scenario was 80%, for the near-term sale scenario 10%, and for the longer-term
liquidity event 10%. As of September 30, 2012 and October 17, 2012, management and our board of directors determined that the total probability for the IPO scenario was 90%, for the near-term sale scenario 5%, and for the longer-term liquidity event
5%. As of December 10, 2012, management and our board of directors determined the total probability for the IPO scenario was 85%, for the near-term sale scenario 5% and for the longer-term liquidity event 10%. Management and our board of directors
made these allocations based on an analysis of current market conditions at the time, including current IPO valuations of similarly situated companies, and their expectations as to the timing and likely prospects of these future-event scenarios.

 The scenarios referred to above utilized two valuation approaches to estimate enterprise value in order to derive the value of
the common stock. We estimated enterprise value using the guideline public company method and guideline transaction method under the market approach and using the discounted future cash flow method under the income approach. Under the guideline
public company method, we considered an average of pre-money values for selected IPOs completed by life sciences companies from 2010 through the respective valuation date for the May 31, 2012, September 30, 2012 and October 17, 2012 valuations and
from January 2012 to December 2012 for the December 10, 2012 valuation. In addition, we considered a median multiple of invested capital as indicated by the IPOs. Under the guideline transaction method, we considered the equity values indicated by
four acquisitions completed in 2010 and 2011 for the May 31, 2012 valuation and by six acquisitions completed in 2011 and 2012 for the September 30, 2012, October 17, 2012 and December 10, 2012 valuations. The companies used for comparison were
selected based on a number of factors, including, but not limited to, the similarity of their industry, business model, financial risk and stage of development to those of ours. The discounted future cash flow method involves applying appropriate
discount rates to estimated cash flows that were based on forecasts of revenue, costs and capital requirements. Our assumptions underlying the estimates were consistent with the plans and estimates that we use to manage the business. The risks
associated with achieving our forecasts were assessed in selecting the appropriate discount rates and selecting probability weights for forecasted cash flows.

 The longer-term liquidity event scenario referred to above utilized the OPM to allocate equity value to the preferred and common stock. We allocated the equity value using the OPM assuming 2.6 years to
liquidity as of May 31, 2012, 2.3 years to liquidity as of September 30, 2012, 2.2 years to liquidity as of October 17, 2012 and 2.1 years to liquidity as of December 10, 2012. The anticipated timing and probability of a liquidity event was based on
then-current plans and estimates of our board of directors and management assuming an IPO or sale were not completed in the near term. We assumed volatility of 74% as of May 31, 2012, 75% as of September 30, 2012 and October 17, 2012, and 77%
as of December 10, 2012, based on historical trading volatility for our peer companies.

 CONFIDENTIAL TREATMENT REQUESTED BY ENANTA PHARMACEUTICALS, INC.

ENANTA-4

 To derive the value of the common stock for each scenario, the proceeds to the common
stockholders were calculated based on the preferences and priorities of the preferred and common stock. We applied a discount for lack of marketability of 10% to the common stock to account for the lack of access to an active public market and the
increased probability that we would achieve a public offering and listing on a national exchange.

 Option Grants

  The following table summarizes by grant date the number of shares subject to options granted between October 1,
2010 and December 31, 2012, the per share exercise price of the options, the fair value of common stock underlying the options on date of grant, and the per share estimated fair value of the options:

 Grant Date

Number of Shares
Subject to
Options Granted

Per Share
Exercise Price
of Options(1)

Fair Value of
Common Stock
on Date of
Option Grant

Per Share
Estimated Fair
Value of Options(2)

 April 15, 2011

636,000

$
0.59

$
0.59

$
0.46

 June 17, 2011

63,313

$
0.59

$
0.59

$
0.44

 September 23, 2011

125,000

$
0.59

$
0.59

$
0.43

 June 20, 2012

513,500

$
2.73

$
2.73

$
1.81

 November 14, 2012

105,000

$
3.12

$
3.12

$
2.01

 December 26, 2012

518,000

$
3.29

$
3.29

$
2.14

(1)
The Per Share Exercise Price of Options represents the determination by our board of directors of the fair market value of our common stock on the date of grant, as
determined taking into account our most recently available valuation of common stock as well as additional factors which may have changed since the date of the most recent contemporaneous valuation through the date of grant.

(2)
The Per Share Estimated Fair Value of Options reflects the weighted average fair value of options granted on each grant date as estimated at the date of grant using the
Black-Scholes option-pricing model. This model estimates the fair value using as inputs the exercise price of the option and assumptions of the risk-free interest rate, expected term of the option, expected share price volatility of the underlying
common stock and expected dividends on the underlying common stock.

  We determined that the fair value of our
common stock increased from $0.28 per share on October 1, 2010 to $3.29 on December 26, 2012. The following discussion describes the reasons for the increases in the fair value of our common stock over this period and as compared to the
midpoint of the estimated price range set forth on the cover page of this prospectus of $[****] per share.

  Year
Ended September 30, 2011.    During the year ended September 30, 2011, or fiscal 2011, we continued to operate our business in the ordinary course. In April 2011, we obtained a third-party valuation of our common stock
as of December 31, 2010 as one of the factors considered by our board of directors in its determination of the fair value of our common stock. This valuation reflected our receipt in December 2010 of $40.0 million as our first milestone payment
from our collaboration with Abbott, based on the successful completion of a Phase 2a clinical trial of ABT-450 in combination with interferon treatment. Based on this valuation and other factors considered by our board of directors, we determined
that the fair value of our common stock increased to $0.59 per share as of December 31, 2010. From December 31, 2010 through September 23, 2011, we determined that there had been no further increase in the fair value of our common
stock because there had been no material change in our business or in the general market for biotechnology companies, including the market for HCV companies. We still had no completed clinical study to show that our lead compound could be effective
without interferon, and we had made little progress in obtaining any other collaboration for our NS5A inhibitor program or any other program. During the year ended September 30, 2011, we had no plans for an initial public offering in the near
term because we did not believe that the public markets presented a favorable environment at that time for a biotechnology company such as ours.

 Nine Months Ended June 30, 2012.    During the first eight months of fiscal 2012, which was the period ended May 31, 2012, there were several significant developments in
our lead programs, our business development efforts, the prospects for interferon-free treatment regimens for HCV and a substantial increase in

CONFIDENTIAL TREATMENT REQUESTED BY ENANTA PHARMACEUTICALS, INC.

ENANTA-5

the