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SEC Company Response from Minerva Neurosciences, Inc. (NERV) (CIK 0001598646) (NERV) — Jul 24, 2015

Minerva Neurosciences, Inc. (NERV) (CIK 0001598646)
Date: July 24, 2015 · CIK: 0001598646 · Accession: 0001193125-15-261936

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File numbers found in text: 333-205764

Date
July 24, 2015
Author
By
Form
CORRESP
Company
Minerva Neurosciences, Inc. (NERV) (CIK 0001598646)

Letter

Re: Minerva Neurosciences, Inc.

July 24, 2015

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

Registration Statement on Form S-3 (File No. 333-205764)

Ladies and Gentlemen:

The undersigned registrant hereby requests that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the above-referenced Registration Statement on Form S-3 to become effective at 4:00 p.m. Eastern Time on July 27, 2015 or as soon thereafter as is practicable.

The undersigned registrant hereby acknowledges that:

•

should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does 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, does not relieve the undersigned registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

•

the undersigned registrant 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.

Sincerely,
MINERVA NEUROSCIENCES, INC.

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CORRESP
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CORRESP

 July 24, 2015

VIA EDGAR

 United States
Securities and Exchange Commission

 Division of Corporation Finance

100 F Street, N.E.

 Washington, DC 20549

Re:
Minerva Neurosciences, Inc.

Registration Statement on Form S-3 (File No. 333-205764)

 Ladies and Gentlemen:

The undersigned registrant hereby requests that the Securities and Exchange Commission (the “Commission”) take appropriate action to
cause the above-referenced Registration Statement on Form S-3 to become effective at 4:00 p.m. Eastern Time on July 27, 2015 or as soon thereafter as is practicable.

The undersigned registrant hereby acknowledges that:

•

should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does 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, does not relieve the undersigned registrant from its full responsibility for the adequacy and
accuracy of the disclosure in the filing; and

•

the undersigned registrant 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.

 Sincerely,

MINERVA NEUROSCIENCES, INC.

By:

 /s/ Mark S. Levine

Mark S. Levine

Senior Vice President, General Counsel and Secretary

cc:
Marc A. Recht, Esq.