SecProbe.io

September 15 , 2014

Via E -mail
Brian Lian, Ph.D.
President and Chief Executive Officer
Viking Therapeutics, Inc.
11119 North Torrey Pines Road, Suite 50
San Diego, CA 92037

Re: Viking Therapeutics, Inc.
Amendment No. 1 to Registration Statement on Form S -1
Filed September 2, 2014
  File No. 333 -197182

Dear Dr. Lian:

We have reviewed amendment no. 1 to your registration statement and 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 by amending your registration statement and providing the
requested information.   If you do not believe our comments apply t o 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 registration statement and the information you
provide in response to these comments, we may have ad ditional comments.

Notes to Financial Statements
4.  Accrued License Fees and License Fees Expense, page F -17

1. Please disclose the settlement terms that would require the license fees to be settled in
common stock upon the IPO.  In addition, please prov ide us a thorough analysis
regarding the basis for your accounting treatment for recording the accrued license fee at
fair value at each period.  Specifically state if you believe the liability is a derivative and
provide the applicable accounting literatu re you relied upon.

5. Convertible Notes Payable, page F -18

2. Please tell us your basis for recording the embedded conversion feature in the Ligand
note at fair value.  Tell us what consideration was given to ASC 470 -20-35-1.

Brian Lian, Ph.D .
Viking  Therapeutics, Inc.
September 15 , 2014
Page 2

 6. Stockholders’ Equity, page F -20

3. You state your employees agreed to lower salaries in exchange for receiving stock upon
the IPO.  You state you have not recorded a liability for the stock to be issued because
you do not believe the IPO was probable at June 30, 2014.  Please tel l us why stock
compensation was not recorded with an entry to donated capital in stockholders’ equity.

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 informa tion the Securities Act of 1933 and
all applicable Securities Act rules require.   Since the company and its management are in
possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Notwithstanding our comments, in the event you request acceleration of the effective date
of the pending registration statement please provide a written statement from the company
acknowledging 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 t o delegated authority, in
declaring the filing effective, does not relieve the company from its full responsibility for
the adequacy and accuracy of the disclosure in the filing; and

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

Please refer to Rules 460 and 461 regarding requests for acceleration.  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration statement.  Please allow
adequate time for us to review any amendment prior to the requested effective date of the
registration statement.

Brian Lian, Ph.D .
Viking  Therapeutics, Inc.
September 15 , 2014
Page 3

 You may contact K eira Nakada at (202) 551 -3659 or Mary Mast at (202) 551 -3613 if you
have questions regarding comments on the financial statements and related matters.  Please
contact Johnny Gharib at (202) 551 -3170, Bryan Pitko at (202) 551 -3203 or me at (202) 551 -
3715 wi th any other questions.

Sincerely,

 /s/ Bryan J. Pitko for

Jeffrey P. Riedler
Assistant Director
cc: Via E -mail
 Jeffrey T. Hartlin, Esq.
 Paul Hastings LLP