SecProbe.io

Mail Stop 6010

        July 3, 2007

Harry S. Palmin
President and Chief Executive Officer
Novelos Therapeutics, Inc.
One Gateway Center, Suite 504
Newton, Massachusetts 02458

 Re: Novelos Therapeutics, Inc.
  Registration Statement on Form SB-2, Amendment 2
  Filed June 26, 2007
  File No. 333-143263

Dear Mr. Palmin:

 We have reviewed your filing and have the following comments.  Where
indicated, we think you should re vise 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 deta iled as necessary in your explanation.  In
some of our comments, we may ask you to provi de us with information so we may better
understand your disclosure.  After reviewing th is information, we may raise additional
comments.

 Please understand that the purpose of our re view 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 any other aspect of our review.  Feel free to call us at the telephone numbers listed at the end of this letter.

FORM SB-2

1. We note that you are registering the sale of 23,400,000 shares.  Given the size
relative to the number of shares outstanding held by non-affiliates, the nature of
the offering and the selling security hol ders, the transacti on appears to be a
primary offering.  Because you are not eligible to conduct a  primary offering on Form S-3 you are not eligible to conduc t a primary at-the-market offering under
Rule 415(a)(4).

Harry S. Palmin
Novelos Therapeutics, Inc. July 3, 2007 Page 2
 If you disagree with our analysis, plea se advise the staff of the company’s
basis for determining that the transacti on is appropriately characterized as a
transaction that is eligible to be made  under Rule 415(a)(1)(i).  In your analysis,
please address the following among any other relevant factors:

• The number of selling shareholders a nd the percentage of the overall
offering made by each shareholder;

• The date on which and the manner in which each selling shareholder received the shares and/or  the overlying securities;

• The relationship of each selling shareholder with the company,
including an analysis of whether the selling shareholder is an affiliate of the company;

• Any relationships among the selling shareholders;

• The dollar value of the shares registered in relation to the proceeds that the company received from the selli ng shareholders for the securities,
excluding amounts of proceeds that were  returned (or will be returned)
to the selling shareholders and/or their affiliates in fees or other payments;

• The discount at which the shareholders will purchase the common stock underlying the convertible secv urities (or any re lated security,
such as a warrant or option) upon conversion or exercise; and

• Whether or not any of the selling shareholders is in the business of buying and selling securities.

* * *

 As appropriate, please amend your regist ration statement in response to these
comments.  You may wish to provide us with marked copies of the amendment to expedite our review.  Please furnish a cove r letter with your amendment that keys your
responses to our comments and provides any requested information.  Detailed cover
letters greatly facilitate our review.  Please understand that we may have additional comments after reviewing your amendmen t and responses to our comments.

 We direct your attention to Rules 46 0 and 461 regarding requesting acceleration
of a registration statement.  Please allow ad equate 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 a dvance of the requested effective date.

Harry S. Palmin
Novelos Therapeutics, Inc. July 3, 2007 Page 3
 Please contact Greg Belliston at (202 ) 551-3861 or me at (202) 551-3715 with
any questions.

        S i n c e r e l y ,

        J e f f r e y  R i e d l e r
        A s s i s t a n t  D i r e c t o r

cc: Paul Bork, Esq.
 Foley Hoag LLP
 155 Seaport Boulevard
 Boston, Massachusetts 02110