July 23, 2013

 

United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC  20549

 

Attention:

Jeffrey P. Riedler, Assistant Director

 

Austin Stephenson

 

Dan Greenspan

 

Jim Peklenk

 

Mark Brunhofer

 

Re:                             Onconova Therapeutics, Inc.

Registration Statement on Form S-1 (File No. 333-189358)

 

Ladies and Gentlemen:

 

In connection with the above-captioned Registration Statement, we wish to advise that between July 11, 2013 and the date hereof 1,170 copies of the Preliminary Prospectus dated July 11, 2013 were distributed as follows: 220 to prospective underwriters; 790 to institutional investors; 0 to prospective dealers; 160 to individuals; 0 to rating agencies and 0 to others.

 

We have been informed by the participating underwriters that they will 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 Wednesday, July 24, 2013 or as soon thereafter as practicable.

 

[signature page follows]

 



 

Very truly yours,

 

Citigroup Global Markets Inc.

Leerink Swann LLC

As representatives of the

Prospective Underwriters

 

By:

Citigroup Global Markets Inc.

 

 

 

 

By:

/s/ Brian Gleason

 

 

Name: Brian Gleason

 

Title: Director

 

 

 

 

By:

Leerink Swann LLC

 

 

 

 

By:

/s/ Daniel Dubin

 

 

Name: Daniel Dubin

 

Title: Vice Chairman

 

Signature Page to Acceleration Request