SecProbe.io

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 July 24, 2025

Stephen Griffin
Chief Financial Officer
Anika Therapeutics, Inc.
32 Wiggins Avenue
Bedford, MA 01730

 Re: Anika Therapeutics, Inc.
 Form 10-K for Fiscal Year Ended December 31, 2024
 File No. 001-14027
Dear Stephen Griffin:

 We have completed our review of your filing. 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.

 Sincerely,

 Division of Corporation
Finance
 Office of Life Sciences
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

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 Goodwin Procter LLP 100
Northern Avenue Boston, MA 02210

 goodwinlaw.com +1 617 570 1000
 July 17, 2025
 United States Security and Exchange Commission Division of
Corporation Finance Office of Life Sciences 100 F Street,
N.E. Washington, D.C. 20549 Attention: Eric Atallah, Angela
Connell

 Re:
 Anika Therapeutics, Inc.
 Form 10-K for Fiscal Year Ended December 31, 2024 filed on March 17, 2025
 File No. 001-14027
 To Whom It May Concern, This letter is being submitted on
behalf of our client, Anika Therapeutics, Inc. (the “ Company ”), in response to comments contained in the letter dated June 18, 2025 sent by the staff of the Division of Corporate Finance (the “ Staff ”) of the
Securities and Exchange Commission (the “ Commission ”) with respect to the Company’s Form 10-K for Fiscal Year Ended December 31, 2024 filed on March 17, 2025 (the “ Form 10-K ”). For reference purposes, the Staff’s numbered comments have been reproduced in italics herein with
responses immediately following such comment. Form 10-K for Fiscal Year Ended December 31, 2024
 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
 Revenue and Gross Profit and Margin, page 41

 1.
 You disclose that the change in your OEM Channel revenue was driven by lower sales activity while Commercial
Channel revenues were impacted by international sales growth. Please provide disclosures to be included in future filings that provide additional details around trends impacting your results of operations and to quantify the extent to which changes
are attributable to changes in price, volume, product or service offerings, or other market factors. Refer to Item 303(b)(2)(iii) of Regulation S-K.

 Division of Corporation Finance
 Office of Life Sciences United States Securities and Exchange
Commission July 17, 2025 Page
 2

 Response to Comment No. 1 :
 The Company acknowledges the Staff’s comment and advises the Staff that beginning with its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, the Company will include disclosures in future filings that will provide additional details around the trends impacting our results of operations. This will include
quantifying where applicable, the extent that revenue and gross profit and margin are attributable to changes in price, volume, product or service offerings, or other market factors. An example of the additional disclosure (with changes since the
Company’s most recent Annual Report filed on Form 10-K in italics ) is as follows:
 “Revenue from our OEM Channel product family decreased 8% for the year ended December 31, 2024, as compared to
prior year, due to lower J&J MedTech revenue, primarily due to lower volumes resulting in a decrease of $4.3 million and lower pricing contributing to a $1.6 million decrease and the discontinuation of certain non-orthopedic products resulting in a decrease of $1.1 million .
 Revenue from our Commercial Channel product family increased 17% for the year ended December 31, 2024, as compared to
prior year, due to an international sales growth on all our main OA Pain Management products (Monovisc, Cingal and Orthovisc). This sales growth on international OA Pain Management products was primarily related to increased product demand of
$4.3 million and minimal change on pricing with international customers. We also launched a full market release of Integrity in the U.S. in 2024 which contributed to a $1.7 million increase in
regenerative product sales during the year ended December 31, 2024 .”

 2.
 As a related matter, your disclosure on page 50 indicates that your arrangement with J&J MedTech
accounts for 57% of total revenues for the year ended December 31, 2024 and revenue under this arrangement is attributable to product sales and sales-based royalties. Please quantify for us your product sales and royalties under this
arrangement. Please also tell us your consideration of providing disaggregated revenue disclosure by product, type of revenue and/or commercial partner in your future filings.
 Response to Comment No. 2 :
 The Company acknowledges the Staff’s comment and advises the Staff that the Company has contract arrangements with J&J MedTech related
to its Orthovisc and Monovisc products in the United States and revenue associated with J&J MedTech comprised 57% of total revenues for the year ended December 31, 2024.

 Division of Corporation Finance
 Office of Life Sciences United States Securities and Exchange
Commission July 17, 2025 Page
 3

 The Company maintains collaboration agreements with multiple counterparties, the most
significant being its contracts with J&J MedTech related to its Orthovisc and Monovisc products, which were entered into in 2003 and 2011, respectively. Pursuant to the J&J MedTech contracts, the Company is the exclusive supplier responsible
for the manufacture and sale to J&J MedTech of the Orthovisc and Monovisc products pursuant to J&J MedTech’s purchase orders, while J&J MedTech is responsible for the marketing, sales and distribution to end-customers. Total consideration paid by J&J MedTech for the Company’s manufacture and sale of these products was $68.7 million in 2024. This consisted of product shipments for a fixed revenue per
unit in the amount of $39.5 million, plus variable revenue measured as a percentage of J&J MedTech’s net sales of those same products to the end-customers in the amount of $29.2 million (the
“ sales-based royalties ”). In consideration of the disaggregation of revenue, the Company has considered that all of its
revenue is derived from the sale of its proprietary products manufactured in its facilities. There are no contract manufacturing or other services provided. All Company products are sold through our direct sales force and distributors (the
“ Commercial Channel ”) or through collaboration agreements with Original Equipment Manufacturers (the “ OEM Channel ”). In general, our long-term contractual arrangements do not allow for any other product source
suppliers for the OEM Channel partners. Furthermore, given the proprietary nature of the products, manufacturing would not be easily replicated by the OEM Channel partners nor would an alternative source of supply be available, such that the product
supply and license are not distinct. For these reasons, the Company believes that revenue earned from the combined fixed and variable consideration paid for the sales of the product meets the objective of ASC 606-10-50-5 in depicting how the nature,
amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. In further consideration of the disaggregation
of Company revenue pursuant to ASC 606, Revenue from Contracts with Customers, in our most recent Annual Report on Form 10-K, following a strategic shift in the Company business, we provided an explanation of our rationale for updated revenue
classification separated between our OEM Channel and our Commercial Channel predicated by the division of responsibility for sales, marketing, and pricing with end customers. In our judgment, this provides the most meaningful information to
understand changes in our business from this strategic shift. By way of example, the revenue generated from the J&J MedTech contract is included in the OEM Channel. We will continue to provide disclosure of significant concentrations of revenue
from customers in excess of 10% of consolidated revenue; however, this historically has only been J&J MedTech. General and Administrative
Expenses, page 42

 3.
 Your discussion of the changes in general and administrative expenses cites multiple factors without any
quantification of the individual factors. Please provide disclosures to be included in future filings to quantify the impact of each material contributing factor and explain the reasons driving these changes. Refer to Item 303(a) to
(c) of Regulation S-K for guidance .

 Division of Corporation Finance
 Office of Life Sciences United States Securities and Exchange
Commission July 17, 2025 Page
 4

 Response to Comment No. 3 :
 The Company acknowledges the Staff’s comment and advises the Staff that beginning with its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, the Company will quantify the impact of material factors for the change in selling, general and administrative expenses between reporting periods. An example of the
enhanced disclosure (with changes since the Company’s most recent Annual Report filed on Form 10-K in italics ) is as follows:
 “Selling, general and administrative (“SG&A”) expenses for the year ended December 31, 2024 were
$55.6 million, a decrease of $4.4 million, or 7%, as compared to the prior year. The decrease in SG&A expenses for the year ended December 31, 2023 was primarily due to reduced shareholder activism costs of
$0.8 million , lower stock-based compensation of $0.8 million, and $1.2 million in other non-recurring costs incurred in 2023 with the
remainder attributed to lower headcount .” Research and Development Expenses, page 42

 4.
 Your disclosures beginning on page 9 indicate that you have multiple programs in various stages of
development. Please provide disclosures to be included in future filings that disclose the costs incurred during each period presented for each of your key research and development programs separately. If you do not track your research and
development costs by program, revise to disclose the fact and explain why you do not maintain and evaluate research and development costs by program. For amounts that are not tracked by program, provide a break down by nature or type of research and
development expenses incurred which should reconcile to total research and development expense on the Statements of Operations.
 Response to Comment No. 4 :
 The Company acknowledges the Staff’s comment and advises the Staff that the Company does monitor research and development program costs
for expenses incurred with third-party vendors. The Company does not track its internal headcount-related and facilities costs (e.g., salary and benefits, stock-based compensation, travel expenses, rent, occupancy costs, etc.) by program. Beginning
with its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, the Company will include a breakout of expenses that are most practical and meaningful for its disclosures going forward. In
future filings, the Company will detail the separation of Research and Development expenses between external costs by program and internal costs (e.g., employee compensation and benefits and facilities allocations)that will reconcile with the amount
of research and development expense reported on the Statement of Operations. Listed below is an example of a table that reconciles our research and development costs:

 Division of Corporation Finance
 Office of Life Sciences United States Securities and Exchange
Commission July 17, 2025 Page
 5

 Years Ended December 31,

 2024

 2023

 $ Change

 % Change

 External costs by program:

 Hyalofast Clinical Study

 $
 1,789

 $
 1,712

 $
 77

 4
 %

 Integrity Development Costs

 943

 2,290

 (1,347
 )

 -59
 %

 Cingal Clinical Study

 363

 — 

 363

 — 

 Regulatory External Costs

 2,728

 2,612

 116

 4
 %

 Other programs and unallocated expenses

 3,884

 2,130

 1,754

 82
 %

 Total external costs

 9,707

 8,745

 962

 11
 %

 Internal costs:

 Employee compensation and benefits

 13,779

 11,259

 2,520

 22
 %

 Facility and other

 2,058

 1,760

 298

 17
 %

 Total internal costs

 15,836

 13,018

 2,818

 22
 %

 Total research and development expense

 $
 25,544

 $
 21,763

 $
 3,781

 17
 %

 If you should have any questions concerning the enclosed matters, please contact David Colleran at (781) 457-9205 or the undersigned at (212) 459-7072.

 Sincerely,

 /s/ Adam Johnson, Esq.

 Adam Johnson, Esq.

 cc:
 Stephen Griffin, Executive Vice President, Chief Financial Officer and Chief Operating Officer, Anika
Therapeutics, Inc. David Colleran, Executive Vice President, General Counsel, Anika Therapeutics, Inc.
 Ian McLeod, Vice President, Chief Accounting Officer & Treasurer, Anika Therapeutics, Inc.
 Michael Bison, Esq., Goodwin Procter LLP

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<TEXT>
 June 18, 2025

Stephen Griffin
Chief Financial Officer
Anika Therapeutics, Inc.
32 Wiggins Avenue
Bedford, MA 01730

 Re: Anika Therapeutics, Inc.
 Form 10-K for Fiscal Year Ended December 31, 2024
 File No. 001-14027
Dear Stephen Griffin:

 We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments.

 Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

 After reviewing your response to this letter, we may have additional
comments.

Form 10-K for Fiscal Year Ended December 31, 2024
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of
Operations
Revenue and Gross Profit and Margin, page 41

1. You disclose that the change in your OEM Channel revenue was driven by
lower sales
 activity while Commercial Channel revenues were impacted by
international sales
 growth. Please provide disclosures to be included in future filings that
provide
 additional details around trends impacting your results of operations
and to quantify
 the extent to which changes are attributable to changes in price,
volume, product or
 service offerings, or other market factors. Refer to Item 303(b)(2)(iii)
of Regulation S-
 K.

2. As a related matter, your disclosure on page 50 indicates that your
arrangement with
 J&J MedTech accounts for 57% of total revenues for the year ended
December 31,
 2024 and revenue under this arrangement is attributable to product sales
and sales-
 based royalties. Please quantify for us your product sales and royalties
under this
 June 18, 2025
Page 2

 arrangement. Please also tell us your consideration of providing
disaggregated
 revenue disclosure by product, type of revenue and/or commercial partner
in your
 future filings.

General and Administrative Expenses , page 42

3. Your discussion of the changes in general and administrative expenses
cites multiple
 factors without any quantification of the individual factors. Please
provide disclosures
 to be included in future filings to quantify the impact of each material
contributing
 factor and explain the reasons driving these changes. Refer to Item
303(a) to (c) of
 Regulation S-K for guidance.

Research and Development Expenses, page 42

4. Your disclosures beginning on page 9 indicate that you have multiple
programs in
 various stages of development. Please provide disclosures to be included
in future
 filings that disclose the costs incurred during each period presented
for each of your
 key research and development programs separately. If you do not track
your research
 and development costs by program, revise to disclose that fact and
explain why you
 do not maintain and evaluate research and development costs by program.
For
 amounts that are not tracked by program, provide a break down by nature
or type of
 research and development expenses incurred which should reconcile to
total research
 and development expense on the Statements of Operations.
 In closing, 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 Eric Atallah at 202-551-3663 or Angela Connell at
202-551-3426 with
any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Life
Sciences
</TEXT>
</DOCUMENT>

United States securities and exchange commission logo
April 5, 2023
Eleazer Klein
Partner
Schulte Roth & Zabel LLP
919 Third Avenue
New York, NY 10022
Re:Anika Therapeutics, Inc.
Preliminary Proxy Statement filed by Caligan Partners LP et al.
Filed on March 30, 2023
File No. 001-14027
Dear Eleazer Klein:
            We have reviewed your filing 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 these comments by providing the requested information or advise us as
soon as possible when you will respond. If you do not believe our comments apply to your facts
and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Preliminary Proxy Statement
Cover Letter, page 1
1.Each statement or assertion of opinion or belief must be clearly characterized as such, and
a reasonable factual basis must exist for each such opinion or belief. Support for opinions
or beliefs should be self-evident, disclosed in the proxy statement or provided to the staff
on a supplemental basis. Please provide support for the following statements:

•that "the Board’s poor oversight of business development initiatives and commercial
losses have contributed to Anika’s share price decline." (cover letter)
•that the compensation committee has "consistently overpaid Anika management for
Anika’s terrible absolute and relative performance and is thus primarily responsible
for what Caligan believes is a misalignment of executive compensation and
shareholder returns." (page 8)

 FirstName LastNameEleazer Klein
 Comapany NameSchulte Roth & Zabel LLP
 April 5, 2023 Page 2
 FirstName LastName
Eleazer Klein
Schulte Roth & Zabel LLP
April 5, 2023
Page 2
Background of this Proxy Solicitation, page 3
2.Please provide support for your estimates of annual losses for the JP Segment and the
revenue growth needed (252%) for the segment to break even.
3.Your disclosure states that "After the Company’s 4Q2022 earnings call, sell-side analysts
remarked, 'we find both targets as unlikely to be achieved and impossible to try to prove at
this point given the material deterioration in the company’s financials over the past few
years.' ” You refer to analysts, plural, but name only one analyst in your footnote. Revise
the text to refer to one analyst or the footnote to include more than one analyst.
4.Refer to the TSR table appearing on page 3. Include the footnote text for the footnotes that
appear on the table on page 3.
5.We note, on page 4, that you state that “Anika can be worth ~$60 per share...” The
inclusion of valuations in soliciting materials is only appropriate and consonant with Rule
14a-9 when made in good faith and on a reasonable basis and where accompanied by
disclosure which facilities shareholders’ understanding of the basis for and the limitations
on the projected realizable values. See Exchange Act Release No. 16833 (May 23, 1980).
Please revise your disclosure to include your analysis supporting your statement and
confirm that in future filings in which you provide similar disclosure you will include a
similar analysis.
Proposal 1: Election of Directors, page 6
6.Your disclosure describes the effect of abstentions on the outcome of Proposal 1 but the
card does not include an "abstention" alternative in your proxy card. Please revise your
disclosure.
Questions and Answers about the Proxy Materials and the Annual Meeting, page 12
7.We note the following disclosure on page 11 and in the form of proxy card that if "you
vote “FOR” more than two nominees on a BLUE proxy card... your shares will be voted
'FOR' the Caligan nominees and to 'WITHHOLD' on the opposed company nominees."
Please provide a detailed legal analysis supporting the validity of this approach both under
the federal proxy rules, in particular Rule 14a-4(e), and under applicable state law.
Alternatively, please amend the disclosure here (and similar disclosure elsewhere,
including on the proxy card) to provide that an overvote on Proposal 1 will result in the
votes on that proposal being invalid and not counted.
General
8.Revise your proxy statement to include the language required by Item 7(f) of Schedule
14A.
            We remind you that the filing persons are responsible for the accuracy and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of action by the staff.

 FirstName LastNameEleazer Klein
 Comapany NameSchulte Roth & Zabel LLP
 April 5, 2023 Page 3
 FirstName LastName
Eleazer Klein
Schulte Roth & Zabel LLP
April 5, 2023
Page 3
            Please direct any questions to Daniel Duchovny at 202-551-3619.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions

CORRESP
1
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CORRESP

 Goodwin Procter LLP

 100 Northern Avenue

Boston, MA 02210

goodwinlaw.com

 +1 617 570 1000

 April 5, 2023

Mr. Daniel Duchovny

 Office of Mergers and Acquisitions

 Division of Corporation Finance

 Securities and Exchange
Commission

 100 F Street, N.E.

 Washington, D.C. 20549

Re:
   Anika Therapeutics, Inc.

Preliminary Proxy Statement filed on March 27, 2023

File No. 001-14027

Dear Mr. Duchovny:

 This letter is being
submitted on behalf of our client, Anika Therapeutics, Inc. (the “Company”), in response to comments contained in the letter dated April 4, 2023 from Daniel Duchovny, Special Counsel, Office of Mergers and Acquisitions of the
Staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) with respect to the Company’s Preliminary Proxy Statement on Schedule 14A that was filed on March 27, 2023 (the
“Preliminary Proxy Statement”). The Company is concurrently filing Amendment No. 1 to the Preliminary Proxy Statement (“Amendment No. 1”), which includes
changes in response to the Staff’s comments. For your convenience, we are also delivering to you by email a marked copy of Amendment No. 1, showing the Company’s changes to the Preliminary Proxy Statement.

For reference purposes, the Staff’s numbered comments have been reproduced in italics herein with responses immediately following such
comment. Page references in the responses refer to the pages in Amendment No. 1.

 Preliminary Proxy Statement

Proposal 1: Election of Directors, page 11

1.
 We note the following disclosure on page 11 and in the form of proxy card that if “you vote
“FOR” more than two (2) nominees on your WHITE proxy card, your shares will be voted “FOR” each of the Board recommended nominees and “WITHHOLD” on the Caligan nominees.” Please provide a detailed legal
analysis supporting the validity of this approach both under the federal proxy rules, in particular Rule 14a-4(e), and under applicable state law. Alternatively, please amend the disclosure here (and similar
disclosure elsewhere, including on the proxy card) to provide that an overvote on Proposal 1 will result in the votes on that proposal being invalid and not counted.

 Mr. Daniel Duchovny

Securities and Exchange Commission

 April 5, 2023

Page 2

 Response to Comment No. 1:

The Company acknowledges the Staff’s comment and advises the Staff that it has revised the Proxy Statement at pages 12 and 84 to indicate
that an overvote on Proposal 1 will result in the votes on that proposal being invalid and not counted. The Company has also made corresponding changes to the proxy card.

Annex A, page A-1

2.
 Revise the various references to individuals who “may be deemed” participants to avoid inserting
doubt as to the individuals’ status and to be consistent with the definition of participant in instruction 3 to Item 4 of Schedule 14A.

Response to Comment No. 2:

The Company acknowledges the Staff’s comment and advises the Staff that it has revised Annex A of the Proxy Statement to eliminate any
references to the assertion that individuals “may be deemed” participants and revised the disclosure to indicate that such persons are deemed to be participants in the solicitation.

If you should have any questions concerning the enclosed matters, please contact Sean M. Donahue at 202-538-3557 or the undersigned at (617) 570-1633.

Sincerely,

 /s/ Joseph Johnson III, Esq.

Joseph Johnson III, Esq.

cc:
   David B. Colleran, Esq., Executive Vice President, General Counsel and Secretary, Anika
Therapeutics, Inc.

 Sean M. Donahue

Andrew H. Goodman

United States securities and exchange commission logo
April 4, 2023
Joseph Johnson III
Partner
Goodwin Procter LLP
100 Northern Avenue
Boston, MA 02210
Re:Anika Therapeutics, Inc.
Preliminary Proxy Statement filed March 27, 2023
File No. 001-14027
Dear Joseph Johnson III:
            We have reviewed your filing 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 these comments by providing the requested information or advise us as
soon as possible when you will respond. If you do not believe our comments apply to your facts
and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Preliminary Proxy Statement
Proposal 1: Election of Directors, page 11
1.We note the following disclosure on page 11 and in the form of proxy card that if "you
vote “FOR” more than two (2) nominees on your WHITE proxy card, your shares will be
voted “FOR” each of the Board recommended nominees and “WITHHOLD” on the
Caligan nominees." Please provide a detailed legal analysis supporting the validity of this
approach both under the federal proxy rules, in particular Rule 14a-4(e), and under
applicable state law.  Alternatively, please amend the disclosure here (and similar
disclosure elsewhere, including on the proxy card) to provide that an overvote on Proposal
1 will result in the votes on that proposal being invalid and not counted.
Annex A, page A-1
2.Revise the various references to individuals who “may be deemed” participants to avoid
inserting doubt as to the individuals' status and to be consistent with the definition of
participant in instruction 3 to Item 4 of Schedule 14A.

 FirstName LastNameJoseph Johnson III
 Comapany NameGoodwin Procter LLP
 April 4, 2023 Page 2
 FirstName LastName
Joseph Johnson III
Goodwin Procter LLP
April 4, 2023
Page 2
            We remind you that the filing persons are responsible for the accuracy and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please direct any questions to Daniel Duchovny at 202-551-3619.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions

Mail Stop 6010           December 12, 2007   Mr. Kevin Quinlan  Chief Financial Officer Anika Therapeutics, Inc. 160 New Boston Street Woburn, Massachusetts 01801
 Re: Anika Therapeutics, Inc.
  Form 10-K for the fiscal year ended December 31, 2006
  Filed March 13, 2007   Form 10-Q for the quarter ended September 30, 2007   File No. 001-14027

Dear Mr. Quinlan:
 We have completed our review of your Form  10-K and related filings and do not, at this
time, have any further comments.
            S i n c e r e l y ,                     M a r t i n  F .  J a m e s          Senior Assistant Chief Accountant

Mail Stop 6010
       November 19, 2007
   Via U.S. Mail and Fax (781) 305-9720

 Mr. Kevin Quinlan  Chief Financial Officer Anika Therapeutics, Inc. 160 New Boston Street Woburn, Massachusetts 01801
 Re: Anika Therapeutics, Inc.
  Form 10-K for the fiscal year ended December 31, 2006
  Filed March 13, 2007   Form 10-Q for the quarter ended September 30, 2007   File No. 001-14027

Dear Mr. Quinlan:

We have reviewed your filings and have the following comments.  We have
limited our review to only your financial statements and related disclosures and do not intend to expand our review to other portions of your documents.  Where indicated, we think you should revise your future filings in response to these comments.  If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary.  Please be as detailed as necessary in your explanation.  In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.  After reviewing this information, we may raise additional comments.
Please understand that the purpose of our review process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing.  We look forward to working with you in these respects.  We welcome any questions you may have about our comments or on any other aspects of our review.  Feel free to call us at the telephone numbers listed at the end of this letter.

Kevin Quinlan
Anika Therapeutics, Inc.
November 19, 2007 Page 2

Form 10-K for the Fiscal Year Ended December 31, 2006

Controls and Procedures, page 66
 1. We note your disclosure that your “chief executive officer and principal financial officer have concluded that [y]our disclosure controls and procedures are
reasonably effective to ensure that material information relating to [you] required
to be disclosed by [you] in reports [you] file or submit under the Exchange Act is
recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms.” [emphasis added]  It does not appear that your certifying officers have reached a conclusion that your disclosure controls and procedures are effective.  Please revise future filings to address your officers’ conclusions regarding the effectiveness of your disclosure controls and procedures.  In addition, please note that the definition of disclosure controls and procedures is included in Rule 13a-15(e) of the Exchange Act.  However, if you wish to include the definition following your conclusion, please revise the disclosure in future filings so that the language that appears after the word "effective" is substantially similar in all material respects to the language that appears in the entire two-sentence definition of "disclosure controls and procedures" set forth in Rule 13a-15(e).
 Form 10-Q for the Quarterly Period Ended September 30, 2007

 Controls and Procedures, page 24

 2. We note your statement that “the Company’s disclosure controls and procedures were effective at the reasonable assurance level.”  Please revise future filings to state clearly, if true, that your disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and that your principal executive officer and principal financial officer concluded that your disclosure
controls and procedures are effective at that reasonable assurance level.  In the alternative, remove the reference to the level of assurance of your disclosure controls and procedures.  Please refer to Section II.F.4 of Management’s Reports on Internal Control Over Financial Reporting and Certification of Disclosure in Exchange Act Periodic Reports, SEC Release No. 33-8238, available on our website at < http://www.sec.gov/rules/final/33-8238.htm
>.

As appropriate, please respond to these comments within 10 business days or tell
us when you will provide us with a response.  Please furnish a cover letter with your response that keys your responses to our comments and provides any requested

Kevin Quinlan
Anika Therapeutics, Inc. November 19, 2007 Page 3   information.  Detailed cover letters greatly facilitate our review.  Please understand that we may have additional comments after reviewing your responses to our comments.  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 all information required under the Securities Exchange Act of 1934 and that they have provided all information investors require for an informed investment decision.  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.     In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that:
⋅ the company is responsible for the adequacy and accuracy of the disclosure in the filing;
⋅ staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to 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.
In addition, please be advised that the Di vision of Enforcement has access to all
information you provide to the staff of the Di vision of Corporation Finance in our review
of your filing or in response to our comments on your filing.
You may contact Praveen Kartholy, Staff Accountant, at (202) 551-3778 or me at
(202) 551-3604 if you have questions regarding these comments and related matters.  You may also contact Brian Cascio, Accounting Branch Chief, at (202) 551-3676.
Sincerely,

Kate Tillan Assistant Chief Accountant

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    a5556808.htm

    November
      29, 2007

    Via
      Electronic Submission and Overnight Courier

    United
      States Securities and Exchange Commission

    Division
      of Corporation Finance

    100
      F
      Street N.E.

    Washington,
      D.C.  20549

              Attention:

              Kate
                Tillan, Assistant Chief Accountant

              RE:

              Anika
                Therapeutics, Inc.

              Form
                10-K for the fiscal year ended December 31,
                2006

              Filed
                March 13, 2007

              Form
                10-Q for the quarter ended September 30, 2007

              File
                No. 001-14027

    Dear
      Ms.
      Tillan:

    This
      letter is being furnished in response to comments of the staff (the “Staff”) of
      the Securities and Exchange Commission (the “Commission”) as set forth in your
      letter dated November 19, 2007 (the “Comment Letter”) to Kevin Quinlan, Chief
      Financial Officer Anika Therapeutics, Inc. (“Anika” or the “Company”), with
      respect to the Company’s Annual Report on Form 10-K for the fiscal year ended
      December 31, 2006 and Quarterly Report on Form 10-Q for the quarter ended
      September 30, 2007.  The responses set forth below have been organized
      in the same manner in which the Commission’s comments and headings were
      organized in the Comment Letter.

    Form
      10-K for the Fiscal Year Ended December 31, 2006

    Controls
      and Procedures, page 66

              1.

              We
                note your disclosure that your “chief executive officer and principal
                financial officer have concluded that [y]our disclosure controls
                and
                procedures are reasonably effective to ensure that
                material information relating to [you] required to be disclosed by
                [you]
                in reports [you] file or submit under the Exchange Act is recorded,
                processed, summarized and reported within the time periods specified
                in
                the Securities and Exchange Commission rules and forms.” [emphasis
                added]  It does not appear that your certifying officers have
                reached a conclusion that your disclosure controls and procedures
                are
                effective.  Please revise future filings to address your
                officers’ conclusions regarding the effectiveness of your disclosure
                controls and procedures.  In addition, please note that the
                definition of disclosure controls and procedures is included in Rule
                13a-15(e) of the Exchange Act.  However, if you wish to include
                the definition following your conclusion, please revise the disclosure
                in
                future filings so that the language that appears after the word
                “effective” is substantially similar in all material respects to the
                language that appears in the entire two-sentence definition of “disclosure
                controls and procedures” set forth in Rule
                13a-15(e).

      Securities
        and Exchange Commission

      November
        29, 2007

      Page
2

    The
      Company acknowledges the comments of the Staff, and in the Company’s future
      filings, commencing with the Company’s Annual Report on Form 10-K for the fiscal
      year ending December 31, 2007, the Company will more clearly state our officers’
conclusions regarding the effectiveness of the Company’s disclosure controls and
      procedures and otherwise implement the disclosure recommendations of the
      Staff.

    Form
      10-Q for the Quarterly Period Ended September 30, 2007

    Controls
      and Procedures, page 24

              2.

              We
                note your statement that “the Company’s disclosure controls and procedures
                were effective at the reasonable assurance level.”  Please
                revise future filings to state clearly, if true, that your disclosure
                controls and procedures are designed to provide reasonable assurance
                of
                achieving their objectives and that your principal executive officer
                and
                principal financial officer concluded that your disclosure controls
                and
                procedures are effective at that reasonable assurance level.  In
                the alternative, remove the reference to the level of assurance of
                your
                disclosure controls and procedures.  Please refer to Section
                IIF.4 of Management’s Reports on Internal Control Over Financial Reporting
                and Certification of Disclosure in Exchange Act Periodic Reports,
                SEC
                Release No. 33-8238, available on our website at
                http://www.sec.gov/rules/final/33-8238.htm.

    The
      Company acknowledges the comments of the Staff, and in the Company’s future
      filings, commencing with the Company’s Quarterly Report on Form 10-Q for the
      quarter ending March 31, 2008, the Company will state clearly, if true, that
      our
      disclosure controls and procedures were designed to provide reasonable assurance
      of achieving their objectives and that our principal executive officer and
      principal financial officer concluded that our disclosure controls and
      procedures were effective at that reasonable assurance level.

    The
      Company acknowledges that:

              ·

              the
                Company is responsible for the adequacy and accuracy of the disclosure
                in
                the filing;

              ·

              Staff
                comments or changes to disclosure in response to Staff comments do
                not
                foreclose the Commission from taking any action with respect to 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.

      Securities
        and Exchange Commission

      November
        29, 2007

      Page
3

    If
      you
      have any questions with regard to the Company’s responses or would like to
      discuss any of the matters covered in this letter, please contact the
      undersigned at (781) 457-9000.

    Sincerely,

                /s/
                  Kevin Quinlan

                Kevin
                  Quinlan

                Chief
                  Financial Officer