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CORRESP
 1
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 CORRESP

 WEREWOLF THERAPEUTICS, INC.
 200 Talcott Avenue, 2 nd Floor
 Watertown, MA 02472 May 13, 2025
 VIA EDGAR Securities and Exchange Commission
 Division of Corporation Finance 100 F Street, N.E.
 Washington, D.C. 20549 Attention: Tyler Howes

 Re:
 Werewolf Therapeutics, Inc.
 Registration Statement on Form S-3
 File No. 333-287078
 Request for Acceleration Ladies and
Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Werewolf Therapeutics, Inc. (the
“ Registrant ”) hereby requests acceleration of the effective date of its Registration Statement on Form S-3 (File No. 333-287078), so that it may
become effective at 4:00 p.m. Eastern time on May 15, 2025, or as soon thereafter as practicable, or at such later time as the Registrant or its counsel may orally request via telephone call to the staff.

 Very truly yours,

 WEREWOLF THERAPEUTICS, INC.

 By:

 /s/ Daniel J. Hicklin

 Name: Daniel J. Hicklin, Ph.D.

 Title: President and Chief Executive Officer

 cc:
 Rosemary G. Reilly
 Stephanie Leopold Wilmer
Cutler Pickering Hale and Dorr LLP

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 12, 2025

Daniel Hicklin, Ph.D.
Chief Executive Officer
Werewolf Therapeutics, Inc.
200 Talcott Avenue, 2nd Floor
Watertown, MA 02472

 Re: Werewolf Therapeutics, Inc.
 Registration Statement on Form S-3
 Filed May 8, 2025
 File No. 333-287078
Dear Daniel Hicklin Ph.D.:

 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 Tyler Howes at 202-551-3370 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Life
Sciences
cc: Stephanie Leopold, Esq.
</TEXT>
</DOCUMENT>

CORRESP
1
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CORRESP

 WEREWOLF THERAPEUTICS, INC.

1030 Massachusetts Avenue, Suite 210

Cambridge, MA 02138

 May 18, 2022

VIA EDGAR

 Securities and Exchange Commission

Division of Corporation Finance

 100 F Street, N.E.

Washington, D.C. 20549

Re:
 Werewolf Therapeutics, Inc.

Registration Statement on Form S-3

File No. 333-264844

Request for Acceleration

 Ladies and
Gentlemen:

 Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Werewolf Therapeutics, Inc. (the
“Registrant”) hereby requests acceleration of the effective date of its Registration Statement on Form S-3 (File No. 333-264844), so that it may
become effective at 4:30 p.m. Eastern time on May 20, 2022, or as soon thereafter as practicable, or at such later time as the Registrant or its counsel may orally request via telephone call to the staff.

 Very truly yours,

WEREWOLF THERAPEUTICS, INC.

 By: /s/ Daniel J.
Hicklin

 Name: Daniel J. Hicklin, Ph.D.

 Title: President and Chief Executive Officer

cc:
 Rosemary G. Reilly

Stephanie Leopold

 Wilmer
Cutler Pickering Hale and Dorr LLP

United States securities and exchange commission logo
May 13, 2022
Daniel J. Hicklin
President and Chief Executive Officer
Werewolf Therapeutics, Inc.
1030 Massachusetts Avenue, Suite 210
Cambridge, MA 02138
Re:Werewolf Therapeutics, Inc.
Registration Statement on Form S-3
Filed May 10, 2022
File No. 333-264844
Dear Dr. Hicklin:
            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 Margaret Schwartz at 202-551-7153 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Rosemary G. Reilly, Esq.

CORRESP
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CORRESP

 Werewolf Therapeutics, Inc.

1030 Massachusetts Avenue, Suite 210

Cambridge, MA 02138

April 27, 2021

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division
of Corporation Finance

 100 F Street, N.E.

 Washington, D.C.
20549

 Attention: Abby Adams

 Re: Werewolf Therapeutics,
Inc.

 Registration Statement on Form S-1

File No. 333-255132

Request for Acceleration

 Ladies and Gentlemen:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Werewolf Therapeutics, Inc. (the “Company”) hereby requests
acceleration of the effective date of its Registration Statement on Form S-1 (File No. 333-255132), as amended, so that it may become effective at 4:00 p.m.
Eastern time on April 29, 2021, or as soon thereafter as practicable, or at such later time as the Company or its counsel may orally request by telephone call to the staff of the U.S. Securities and Exchange Commission. Please contact Rosemary
G. Reilly of Wilmer Cutler Pickering Hale and Dorr LLP, counsel to the Company, at (617) 526-6633, or in her absence, Jeffries L. Oliver-Li at (617) 526-6786 or Michael Lopes at (617) 526-6996, to provide notice of effectiveness, or if you have any other questions regarding this matter.

[Remainder of Page Intentionally Left Blank]

Very truly yours,

WEREWOLF THERAPEUTICS, INC.

By:

 /s/ Daniel J. Hicklin

Name:

Daniel J. Hicklin, Ph.D.

Title:

 President and Chief Executive

Officer

CORRESP
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CORRESP

 April 27, 2021

United States Securities and Exchange Commission

 Division of
Corporation Finance

 100 F Street, N.E.

 Washington, D.C.
20549

 Re:      Werewolf Therapeutics, Inc.

    Registration Statement on Form S-1 (File
No. 333-255132)

 Ladies and Gentlemen:

Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended, we wish to advise that between April 26, 2021 and
the date hereof, approximately 850 copies of the Preliminary Prospectus dated April 26, 2021 were distributed to prospective underwriters, institutional investors and prospective dealers in connection with the above-captioned Registration
Statement.

 We wish to advise you that the participating underwriters have informed us that they have complied and will continue to comply with the
requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

 We hereby join in the request
of the registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:00 p.m. Eastern Time, on Thursday, April 29, 2021 or as soon thereafter as practicable.

[Signature page follows]

 Very truly yours,

JEFFERIES LLC

 SVB LEERINK LLC

EVERCORE GROUP L.L.C.

 As representatives of the Underwriters

JEFFERIES LLC

By:

 /s/ Dustin Tyner

Name: Dustin Tyner

Title: Managing Director

SVB LEERINK LLC

By:

 /s/ Irena Melnikova

Name: Irena Melnikova

Title: Managing Director

EVERCORE GROUP L.L.C.

By:

 /s/ Maren Winnick

Name: Maren Winnick

Title: Senior Managing Director

CORRESP
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CORRESP

 April 8, 2021

 Rosemary G. Reilly

 +1 617 526 6633 (t)

+1 617 526 5000 (f)

wilmerhale.com

Rosemary.Reilly@wilmerhale.com

 By Electronic Submission

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

100 F Street, N.E.

 Washington, DC 20549

 Attention: Abby Adams

Re:
 Werewolf Therapeutics, Inc.

Draft Registration Statement on Form S-1

Submitted February 26, 2021

CIK No. 0001785530

Ladies and Gentlemen:

 On behalf of Werewolf Therapeutics, Inc.
(the “Company”), we are responding to the comments contained in the letter dated March 28, 2021 (the “Letter”) from the staff (the “Staff”) of the Office of Life Sciences in the Division of
Corporation Finance of the U.S. Securities and Exchange Commission to Daniel J. Hicklin, the Company’s President and Chief Executive Officer, relating to the Confidential Draft Registration Statement on Form
S-1 referenced above (the “Draft Registration Statement”). In response to the Staff’s comments, the Company has revised the disclosure in the Draft Registration Statement and is filing a
Registration Statement on Form S-1 (the “Public Registration Statement”) with this response letter.

The responses set forth below are based upon information provided to Wilmer Cutler Pickering Hale and Dorr LLP by representatives of the Company. For
convenience, the responses are keyed to the numbering of the comments and the headings used in the Letter. Page numbers referred to in the responses reference page numbers in the Public Registration Statement.

On behalf of the Company, we advise you as follows:

 Draft
Registration Statement on Form S-1

 Prospectus Summary, page 1

1.
 Please revise the “Company Overview” section to clarify the status of the PREDATOR platform and
the nature of the preclinical work performed on product candidates to date. We note that this context is necessary in order to assess the performance claims that are

 April 8, 2021

 Page 2

included in the Summary. With respect to the platform, we note that your disclosure at the bottom of page 1 indicates that it is “built” whereas your risk factor disclosure on page
16 indicates that the platform, as well as your product candidates, are under development. With respect to your product candidates, your Business discussion indicates that preclinical testing has been performed predominantly on mouse models and in
certain cases using surrogate molecules; however, your disclosure makes claims which could be interpreted to indicate that the testing has been performed on humans or on human cells. In this regard, we refer to the disclosure on page 2 which
addresses how your platform screens to identify protease-cleavable linkers that are “efficiently cleaved by a broad array of human tumors with minimal cleavage in non-tumor tissues.”

Response:
 In response to the Staff’s comment, the Company has revised the disclosures on pages 1, 2 and 90 of the
Public Registration Statement.

2.
 We note your statement on page 1 regarding your “potentially first- or
best-in-class therapies” and several other references to “first-in-class”
and “best-in-class on pages 3 and 4. These terms suggest that the product candidate is effective and likely to be approved by the FDA. Please delete these from the
Summary. To the extent your use of these terms is intended to convey your belief that the product is based on a novel technology or approach and/or is further along in the development process, you may discuss how your technology differs from
technology used by competitors and, as applicable, that you are not aware of competing products that are further along in the development process. Statements such as these should be accompanied by cautionary language that the statements are not
intended to give any indication that the product candidate has been proven effective or that it will receive regulatory approval.

Response:
 In response to the Staff’s comment, the Company has revised the disclosures on pages 1, 3, 4, 77 and 90-92 of the Public Registration Statement.

3.
 On page 2 you refer to your “potent INDUKINE molecules” and state that your “INDUKINE
molecules contain fully potent and functional cytokines that mediate proinflammatory, anti-cancer mechanisms within the [tumor microenvironment].” As safety and efficacy determinations are solely within FDA’s authority and they continue to
be evaluated throughout all phases of clinical trials, please remove these references, or revise the presentation to provide additional context so that it is clear that these claims do not connote a current or future regulatory finding of safety or
efficacy.

Response:
 In response to the Staff’s comment, the Company has revised the disclosures on pages 2 and 90 of the
Public Registration Statement.

 April 8, 2021

 Page 3

 Our Pipeline, page 3

4.
 Please revise to increase the width of the “Pre-IND” and “IND-Enabling” columns so they are no larger than the columns for Phases 1-3. Also, please remove the unidentified discovery programs from your pipeline table. In
this regard, we note that your Business discussion of these early stage programs is limited to a few sentences.

Response:
 In response to the Staff’s comment, the Company has revised the pipeline table on pages 3 and 91 of the
Public Registration Statement.

 Leadership, page 4

5.
 Please revise here and/or elsewhere in the prospectus to explain the basis for your claim of leadership in
protein engineering and developing optimized conditionally activated molecules.

Response:
 In response to the Staff’s comment, the Company has revised the disclosures on pages 4 and 92 of the
Public Registration Statement.

 Our Team, page 4

6.
 Please revise here, or elsewhere in the prospectus, to discuss the founding of the company, including the
origins of your technology. In this regard, we note that MPM Capital identifies themselves on their website as your “founder” and it appears that MPM also controlled Harpoon Therapeutics at the time you and Harpoon first entered into the
license agreement covering the technology used in your PREDATOR platform. With a view to disclosure, also tell us whether the platform, or any material work on your three product candidates, derived from work conducted prior to the October 2017
incorporation of the company and, if so, who conducted such work.

Response:
 In response to the Staff’s comment, the Company has revised the disclosures on pages 4 and 90 of the
Public Registration Statement. The Company supplementally advises the Staff that no material work on its three product candidates derived from work conducted prior to the October 2017 incorporation of the Company. The Company supplementally advises
the Staff that no material work on the PREDATOR platform derived from work conducted prior to the October 2017 incorporation of the Company, except that, as disclosed on page 118 of the Public Registration Statement, the Company in-licensed rights from Harpoon Therapeutics, Inc. (“Harpoon”) pursuant to a license agreement initially executed on in March 2018, and subsequently amended in October 2018 and December 2019. The PREDATOR
platform contains components disclosed in US Patent 10,100,106, having a priority date of May 20, 2016. This patent is owned by Harpoon and licensed to the Company.

 April 8, 2021

 Page 4

 Risks Associated with Our Business, page 4

7.
 Please revise to highlight the risk on page 39 concerning uncertainty as to whether you will have patents
that cover the composition of matter for your product candidates.

Response:
 In response to the Staff’s comment, the Company has revised the disclosure on page 5 of the Public
Registration Statement.

 Risks Related to this Offering, Ownership of Our Common Stock and Our Status as a Public Company, page
58

8.
 Please revise the exclusive forum risk factor to disclose that there is also a risk that your exclusive
forum provision may result in increased costs for investors to bring a claim.

Response:
 In response to the Staff’s comment, the Company revised the disclosure on page 65 of the Public
Registration Statement.

 Our strategy, page 92

9.
 Here and in several places in your Business section you discuss the possibility that your product candidate
“could generate clinical benefit, with the potential . . . to pursue an expedited clinical and regulatory strategy.” These references improperly raise the possibility of an expedited process without explaining the type and magnitude of
clinical benefit that would be needed to garner an expedited process, and without explaining the nature of and hurdles to completing the expedited processes. Revise to balance your disclosure with these clarifications, and with the fact that, as
your candidates are preclinical, there is no assurance the FDA would approve any form of application. Also, provide context to your statement on page 4 concerning your strategy to “rapidly advance”
WTX-124 through clinical development. In this regard, we note that your risk factor disclosures explain that clinical development may take several years.

Response:
 In response to the Staff’s comment, the Company revised the disclosures on pages 4, 92 and 109 of the
Public Registration Statement.

 Linker Selection, page 94

10.
 We note your disclosure on page 95 indicating that your differentiated approach begins with a novel library
of peptide sequences. Revise to discuss whether this library is internally developed and owned. Also, clarify whether your screening of prioritized linker sequences similarly relies on novel libraries or other proprietary technology or
knowledge.

 April 8, 2021

 Page 5

Response:
 In response to the Staff’s comment, the Company revised the disclosure on page 95 of the Public
Registration Statement.

 Our Programs, page 96

11.
 Please revise to discuss briefly the planned IND-enabling work for
each of the three product candidates. With reference to your disclosure on pages 18 and 117, please tell us whether the referenced in vitro pre-clinical work using human cells will need to be performed on each
product candidate prior to clinical testing or whether this in vitro testing occurred at the screening stage discussed on page 95.

Response:
 In response to the Staff’s comment, the Company revised the disclosures on pages 104, 108 and 112 of the
Public Registration Statement. The Company supplementally advises the Staff that future in vitro studies using human cells will be required in order to support an investigational new drug application for each of the Company’s product
candidates.

 Our Programs, page 96

12.
 We refer to your disclosures under the headings “WTX-330
Preclinical Results” and “WTX-613 Preclinical Results.” We note that your disclosure on page 107 indicates that your testing used a surrogate molecule consisting of mouse IFN-a1 which is “otherwise identical to WTX-613.” By contrast, we do not see similar disclosure concerning the surrogate molecule that you used to assess WTX-330 in mice. Accordingly please revise your disclosure concerning your WTX-330 testing to discuss the comparability of the surrogate. In addition, please tell us whether
prior to commencing clinical trials you will need to demonstrate that your product candidates are comparable to the surrogates utilized in your preclinical testing.

Response:
 In response to the Staff’s comment, the Company revised the disclosure on page 106 of the Public
Registration Statement. The Company supplementally advises the Staff that it does not expect to need to demonstrate that its product candidates are comparable to the surrogates utilized in preclinical testing.

 April 8, 2021

 Page 6

 Intellectual Property, page 112

13.
 With reference to your disclosures on pages 94-95, please revise to
discuss briefly the aspects of the PREDATOR platform that are covered by patent claims directed to “platform technology.”

Response:
 In response to the Staff’s comment, the Company revised the disclosures on pages 2, 91, 95 and 116 of the
Public Registration Statement.

 Principal Stockholders, page 154

14.
 Please identify the natural person or persons who directly or indirectly exercise sole or shared voting
and/or dispositive power with respect to the common stock held by Longwood Fund III. Refer to Item 403 of Regulation S-K.

Response:
 In response to the Staff’s comment, the Company revised the disclosure on page 158 of the Public
Registration Statement.

 General

15.
 Please provide us with copies of all written communications, as defined in Rule 405 under the Securities
Act, that you, or anyone authorized to do so on your behalf, present to potential investors in reliance on Section 5(d) of the Securities Act, whether or not they retain copies of the communications.

Response:
 The Company acknowledges the Staff’s request and will provide to the Staff on a supplemental basis under
separate cover all such materials that the Company, or anyone authorized to do so on the Company’s behalf, presents to potential investors in reliance on Section 5(d) of the Securities Act, whether or not they retain copies of the
communications.

 If you have any further questions or comments, or if you require any additional information, please contact the
undersigned by telephone at (617) 526-6633 or facsimile at (617) 526-5000. Thank you for your assistance.

Very truly yours,

 /s/ Rosemary G. Reilly

Rosemary G. Reilly

 April 8, 2021

 Page 7

cc:
 Daniel J. Hicklin, Werewolf Therapeutics, Inc.

Brent B. Siler, Cooley LLP

United States securities and exchange commission logo
March 28, 2021
Daniel J. Hicklin, Ph.D.
President and Chief Executive Officer
Werewolf Therapeutics, Inc.
1030 Massachusetts Avenue, Suite 210
Cambridge, MA 02138
Re:Werewolf Therapeutics, Inc.
Draft Registration Statement on Form S-1
Submitted February 26, 2021
CIK No. 0001785530
Dear Dr. Hicklin:
            We have reviewed your draft 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 providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form S-1
Prospectus Summary, page 1
1.Please revise the “Company Overview” section to clarify the status of the PREDATOR
platform and the nature of the preclinical work performed on product candidates to date.
We note that this context is necessary in order to assess the performance claims that are
included in the Summary. With respect to the platform, we note that your disclosure at the
bottom of page 1 indicates that it is “built” whereas your risk factor disclosure on page 16
indicates that the platform, as well as your product candidates, are under development.
With respect to your product candidates, your Business discussion indicates that
preclinical testing has been performed predominantly on mouse models and in certain
cases using surrogate molecules; however, your disclosure makes claims which could be

 FirstName LastNameDaniel J. Hicklin, Ph.D.
 Comapany NameWerewolf Therapeutics, Inc.
 March 28, 2021 Page 2
 FirstName LastNameDaniel J. Hicklin, Ph.D.
Werewolf Therapeutics, Inc.
March 28, 2021
Page 2
interpreted to indicate that the testing has been performed on humans or on human cells.
In this regard, we refer to the disclosure on page 2 which addresses how your platform
screens to identify protease-cleavable linkers that are “efficiently cleaved by a broad array
of human tumors with minimal cleavage in non-tumor tissues.”
2.We note your statement on page 1 regarding your “potentially first- or best-in-class
therapies” and several other references to “first-in-class” and “best-in-class on pages 3 and
4. These terms suggest that the product candidate is effective and likely to be approved by
the FDA.  Please delete these from the Summary. To the extent your use of these terms is
intended to convey your belief that the product is based on a novel technology or approach
and/or is further along in the development process, you may discuss how your technology
differs from technology used by competitors and, as applicable, that you are not aware of
competing products that are further along in the development process. Statements such as
these should be accompanied by cautionary language that the statements are not intended
to give any indication that the product candidate has been proven effective or that it will
receive regulatory approval.
3.On page 2 you refer to your “potent INDUKINE molecules” and state that your
“INDUKINE molecules contain fully potent and functional cytokines that mediate pro-
inflammatory, anti-cancer mechanisms within the [tumor microenvironment].”  As safety
and efficacy determinations are solely within FDA's authority and they continue to be
evaluated throughout all phases of clinical trials, please remove these references, or revise
the presentation to provide additional context so that it is clear that these claims do not
connote a current or future regulatory finding of safety or efficacy.
Our Pipeline, page 3
4.Please revise to increase the width of the “Pre-IND” and “IND-Enabling” columns so they
are no larger than the columns for Phases 1-3. Also, please remove the unidentified
discovery programs from your pipeline table.  In this regard, we note that your Business
discussion of these early stage programs is limited to a few sentences.
Leadership, page 4
5.Please revise here and/or elsewhere in the prospectus to explain the basis for your claim of
leadership in protein engineering and developing optimized conditionally activated
molecules.
Our Team, page 4
6.Please revise here, or elsewhere in the prospectus, to discuss the founding of the company,
including the origins of your technology.  In this regard, we note that MPM Capital
identifies themselves on their website as your "founder" and it appears that MPM also
controlled Harpoon Therapeutics at the time you and Harpoon first entered into the license
agreement covering the technology used in your PREDATOR platform. With a view to
disclosure, also tell us whether the platform, or any material work on your three product

 FirstName LastNameDaniel J. Hicklin, Ph.D.
 Comapany NameWerewolf Therapeutics, Inc.
 March 28, 2021 Page 3
 FirstName LastNameDaniel J. Hicklin, Ph.D.
Werewolf Therapeutics, Inc.
March 28, 2021
Page 3
candidates, derived from work conducted prior to the October 2017 incorporation of the
company and, if so, who conducted such work.
Risks Associated with Our Business, page 4
7.Please revise to highlight the risk on page 39 concerning uncertainty as to whether you
will have patents that cover the composition of matter for your product candidates.
Risks Related to this Offering, Ownership o Our Common Stock and Our Status as a Public
Company, page 58
8.Please revise the exclusive forum risk factor to disclose that there is also a risk that your
exclusive forum provision may result in increased costs for investors to bring a claim.
Our Strategy, page 92
9.Here and in several places in your Business section you discuss the possibility that your
product candidate “could generate clinical benefit, with the potential . . . to pursue an
expedited clinical and regulatory strategy.”  These references improperly raise the
possibility of an expedited process without explaining the type and magnitude of clinical
benefit that would be needed to garner an expedited process, and without explaining the
nature of and hurdles to completing the expedited processes.  Revise to balance your
disclosure with these clarifications, and with the fact that, as your candidates are
preclinical, there is no assurance the FDA would approve any form of application.  Also,
provide context to your statement on page 4 concerning your strategy to "rapidly advance"
WTX-124 through clinical development. In this regard, we note that your risk factor
disclosures explain that clinical development may take several years.
Linker Selection, page 94
10.We note your disclosure on page 95 indicating that your differentiated approach begins
with a novel library of peptide sequences.  Revise to discuss whether this library is
internally developed and owned.  Also, clarify whether your screening of prioritized linker
sequences similarly relies on novel libraries or other proprietary technology or knowledge.
Our Programs, page 96
11.Please revise to discuss briefly the planned IND-enabling work for each of the three
product candidates.  With reference to your disclosure on pages 18 and 117, please tell us
whether the referenced in vitro pre-clinical work using human cells will need to be
performed on each product candidate prior to clinical testing or whether this in vitro
testing occurred at the screening stage discussed on page 95.
Our Programs, page 96
12.We refer to your disclosures under the headings “WTX-330 Preclinical Results” and
“WTX-613 Preclinical Results.”  We note that your disclosure on page 107 indicates that

 FirstName LastNameDaniel J. Hicklin, Ph.D.
 Comapany NameWerewolf Therapeutics, Inc.
 March 28, 2021 Page 4
 FirstName LastName
Daniel J. Hicklin, Ph.D.
Werewolf Therapeutics, Inc.
March 28, 2021
Page 4
your testing used a surrogate molecule consisting of mouse IFN-a1 which is “otherwise
identical to WTX-613.”  By contrast, we do not see similar disclosure concerning the
surrogate molecule that you used to assess WTX-330 in mice.  Accordingly please revise
your disclosure concerning your WTX-330 testing to discuss the comparability of the
surrogate.  In addition, please tell us whether prior to commencing clinical trials you will
need to demonstrate that your product candidates are comparable to the surrogates utilized
in your preclinical testing.
Intellectual Property, page 112
13.With reference to your disclosures on pages 94-95, please revise to discuss briefly the
aspects of the PREDATOR platform that are covered by patent claims directed to
"platform technology."
Principal Stockholders, page 154
14.Please identify the natural person or persons who directly or indirectly exercise sole or
shared voting and/or dispositive power with respect to the common stock held by
Longwood Fund III.  Refer to Item 403 of Regulation S-K.
General
15.Please provide us with copies of all written communications, as defined in Rule 405 under
the Securities Act, that you, or anyone authorized to do so on your behalf, present to
potential investors in reliance on Section 5(d) of the Securities Act, whether or not they
retain copies of the communications.
            You may contact Gary Newberry at (202) 551-3761 or Brian Cascio at (202) 551-3676 if
you have questions regarding comments on the financial statements and related matters.  Please
contact Abby Adams at (202) 551-6902 or Joe McCann at (202) 551-6262 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Rosemary G. Reilly, Esq.