SEC Comment Letter for Citius Pharmaceuticals, Inc. (CTXR) (CIK 0001506251) (CTXR) — Aug 11, 2016

Citius Pharmaceuticals, Inc. (CTXR) (CIK 0001506251)
Date: Aug. 11, 2016 · CIK: 0001506251 · Accession: 0000000000-16-088423

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File numbers found in text: 000-55532

Date

August 11, 2016

Author

/s/ John Dana Brown

Form

UPLOAD

Company

Citius Pharmaceuticals, Inc. (CTXR) (CIK 0001506251)

Letter

Mail Stop 3561 August 11, 2016 Myron Holubiak Chief Executive Officer Citius Pharmaceuticals, Inc. 11 Commerce Drive, 1st Floor Cranford, NJ 07016

Re: Citius Pharmaceuticals, Inc. Preliminary Proxy Statement on Schedule 14A Filed July 1, 2016 File No. 000-55532

Dear Mr. Holubiak :

We have completed our review of your filing . We remind you that our comments or changes to disclosure in response to our comments do not foreclose the Commission from taking any action with respect to the company or 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. We urge all persons who are responsible 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 rules require.

Sincerely,
/s/ John Dana Brown

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Mail Stop 3561
August 11, 2016

Myron Holubiak
Chief Executive Officer
Citius Pharmaceuticals, Inc.
11 Commerce Drive, 1st Floor
Cranford, NJ 07016

Re: Citius Pharmaceuticals, Inc.
 Preliminary Proxy Statement on Schedule 14A
Filed  July 1, 2016
  File No.  000-55532

Dear Mr. Holubiak :

We have completed our review of your filing .  We remind you that our comments or
changes to disclosure in response to our comments do not foreclose the  Commission from taking
any action with respect to the company or 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.  We urge all persons who are responsible 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 rules require.

Sincerely,

 /s/ John Dana Brown

John Dana Bro wn
Attorney Advisor
Office of Transportation and Leisure

cc:  Arthur Marcus
 Sichenzia Ross Friedman Ference LLP

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