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SEC Comment Letter for PDS Biotechnology Corp (PDSB) (CIK 0001472091) (PDSB) — Nov 1, 2016

PDS Biotechnology Corp (PDSB) (CIK 0001472091)
Date: Nov. 1, 2016 · CIK: 0001472091 · Accession: 0000000000-16-099159

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Document Type
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Reasoning

File numbers found in text: 333-214196

Date
October 21, 2016
Author
/s/ Mary Beth Breslin for
Form
UPLOAD
Company
PDS Biotechnology Corp (PDSB) (CIK 0001472091)

Letter

Mail Stop 4546 November 1 , 2016 Brian A. Leuthner President and Chief Executive Officer Edge Therapeutics, Inc. 300 Connell Drive, Suite 4000 Berkeley Heights, NJ 07922

Re: Edge Therapeutics, Inc. Registration Statement on Form S-3 Filed October 21, 2016 File No. 333-214196

Dear Mr. Leuthner :

This is to advise you that we have not reviewed and will not review your registration statement.

Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.

Please contact Michael Gershon at (202) 551 -6598 or Mary Beth Breslin at (202) 551 - 3625 with a ny questions.

Sincerely,
/s/ Mary Beth Breslin for

Show Raw Text
Mail Stop 4546
November 1 , 2016

Brian A. Leuthner
President and Chief Executive Officer
Edge Therapeutics, Inc.
300 Connell Drive, Suite 4000
Berkeley Heights, NJ 07922

Re: Edge Therapeutics, Inc.
  Registration Statement on Form S-3
Filed October 21, 2016
  File No. 333-214196

Dear Mr. Leuthner :

 This is to advise you that we have not reviewed and will not review your registration
statement.

 Please refer to Rules 460 and 461  regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.

Please  contact Michael Gershon at (202) 551 -6598  or Mary Beth Breslin at (202) 551 -
3625 with a ny questions.

Sincerely,

 /s/ Mary Beth Breslin for

 Suzanne Hayes
Assistant Director
Office of Healthcare and Insurance

cc: David S. Rosenthal , Esq.