OncoSec Medical Incorporated
24 North Main Street
Pennington, NJ 08534
(855) 622-6732
November 23, 2022
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street N.E.
Washington, D.C. 20549
Re: | OncoSec Medical Incorporated |
| Registration Statement on Form S-1/A |
| Filed November 23, 2022 |
| File No. 333-268081 |
REQUEST FOR ACCELERATION OF EFFECTIVENESS
Ladies and Gentleman:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), OncoSec Medical Incorporated, a Nevada corporation (the “Registrant”), respectfully requests that the effective date of the above-referenced Amendment No. 2 to the Registration Statement on Form S-1 (File No. 333-268081) be accelerated by the Securities and Exchange Commission (the “Commission”) so that it will be declared effective at 4:00 p.m., Eastern Time, on Friday, November 25, 2022, or as soon thereafter as is practicable.
The Registrant understands that the Commission will consider this request for acceleration of the effective date of the Registration Statement as a confirmation of the fact that the Registrant is aware of its responsibilities under the Securities Act as they relate to the proposed public offering of the securities specified in the Registration Statement.
Please call Christopher L. Tinen, Esq. of Procopio, Cory, Hargreaves & Savitch LLP at (858) 720-6320 as soon as the Registration Statement has been declared effective.
| Very Truly Yours, |
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| OncoSec Medical Incorporated |
| |
| By: | /s/ Robert H. Arch |
| Name: | Robert H. Arch |
| Title: | President and Chief Executive Officer |