SEC Company Response from PALISADE BIO, INC. (PALI) (CIK 0001357459) (PALI) — May 4, 2010

PALISADE BIO, INC. (PALI) (CIK 0001357459)
Date: May 4, 2010 · CIK: 0001357459 · Accession: 0001144204-10-024192

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File numbers found in text: 333-165973

Date

April 9, 2010

Author

Director

Form

CORRESP

Company

PALISADE BIO, INC. (PALI) (CIK 0001357459)

Letter

Division of Corporation Finance United States Securities and Exchange Commission Registration Statement on Form S-3 Initially Filed April 9, 2010 Amended Filed April 27, 2010 File No. 333-165973

Dear Mr. Riedler:

Based upon a telephone conversation with your staff, Neuralstem, Inc. is hereby requesting the above referenced registration statement be declared effective at 1:00 p.m. EST, on Thursday, May 6, 2010 or as soon as practicable thereafter.

We hereby acknowledge that:

should the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, such action will 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, will not relieve the Issuer from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

The Issuer 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.

Very
truly yours,
/s/
I. Richard Garr

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CORRESP
1
filename1.htm

    NEURALSTEM,
INC.

    ______________________________________________________

      May 4,
2010

      Jeffrey
P. Riedler

      Assistant
Director

      Division
of Corporation Finance

      Mail Stop
6010

      United
States Securities and Exchange Commission

      Washington,
DC 20549

                    RE:

                Neuralstem,
      Inc. (“Issuer”)

                  Registration
      Statement on Form S-3

                  Initially
      Filed April 9, 2010

                  Amended
      Filed April 27, 2010

                  File
      No. 333-165973

      Dear Mr.
Riedler:

      Based
upon a telephone conversation with your staff, Neuralstem, Inc. is hereby
requesting the above referenced registration statement be declared effective at
1:00 p.m. EST, on Thursday, May 6, 2010 or as soon as practicable
thereafter.

      We hereby
acknowledge that:

                1.

                should
      the Commission or the staff, acting pursuant to delegated authority, in
      declaring the filing effective, such action will not foreclose the
      Commission from taking any action with respect to the
    filing;

                2.

                the
      action of the Commission or the staff, acting pursuant to delegated
      authority, in declaring the filing effective, will not relieve the Issuer
      from its full responsibility for the adequacy and accuracy of the
      disclosure in the filing; and

                3.

                The
      Issuer 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.

                Very
      truly yours,

                /s/
      I. Richard Garr

                I.  Richard
      Garr

                Chief
      Executive Officer

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