SecProbe.io

September 1 3, 2013

Via E -mail
John S. Kovach
Chief Executive Officer  and Chief Financial Officer
Lixte Biotechnology Holdings, Inc.
248 Route 25A, No. 2
East Setauket, New York 11733

Re: Lixte Biotechnology Holdings , Inc.
 Annual Report on Form 10-K for the Fiscal Year ended December 31, 2012
Filed March 15, 2013
File No. 00 0-51476

Dear Mr. Kovach :

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when  you will provide the requested
response.   If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these  comments, we may have  additional comments.

Item 1. Business
Company Overview, page 4

1. Please disclose the material terms of your collaboration agreement with the National
Cancer Institute.  Your de scription should include, as may be applicable:

 Nature of the collaboration;

 Material payment provisions including initial, annual, milestone or royalty
provisions;

 Other material rights and obligations of both parties; and

John S. Kovach
Lixte Biotechnology Holdings, Inc.
September 1 3, 2013
Page 2

  Duration, term and terminat ion provisions.

Please also file the collaboration agreement as an exhibit to your next quarterly report on
Form 10 -Q and incorporate the exhibit by reference to your next Form 10 -K.  If you
believe that this agreement is not required to be filed pursuant  to Item 601(b)(10) of
Regulation S -K, please provide us with an analysis supporting this conclusion.

Intellectual Property, page 5

2. Please expand this disclosure to list each of your material patents and indicate the product
candidates to which they rel ate and the indications they are intended to treat, the
jurisdictions in which the patent applications were filed, their expiration dates, and the
type of patent protection, e.g. composition of matter, use or process.

We urge all persons who are responsi ble for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possess ion of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

 In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the compa ny is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

John S. Kovach
Lixte Biotechnology Holdings, Inc.
September 1 3, 2013
Page 3

 Please contact Scot Foley  at (202) 551 -3383 , John Krug at (202) 551 -3862, or me at
(202) 551 -3715  with any other questions.

Sincerely,

 /s/ Daniel Greenspan

 Jeffrey P. Riedler
Assistant Director

cc: David L. Ficksman, Esq.
TroyGould
1801 Century Park East, Suite 1600
Los Angeles, CA 90067