February 23, 2011
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
| Re: | Ampio Pharmaceuticals, Inc. |
| Form S-4 Registration Statement (File No. 333-170595) |
Ladies and Gentlemen:
Ampio Pharmaceuticals, Inc. (the“Company”), hereby withdraws the request for acceleration that was included in the correspondence to the Commission by which Amendment No. 2 to the captioned registration statement on Form S-4 was filed. The Company intends to file an acceleration request at such time as the Staff’s review of the captioned registration statement has been completed.
Sincerely,
| Ampio PHARMACEUTICALS, INC. | ||
By: | /s/ Donald B. Wingerter, Jr. | |
Donald B. Wingerter, Jr. Chief Executive Officer | ||
| cc: | Michael Macaluso, Chairman of the Board |
| Robert W. Walter, Esq.,Richardson & Patel, LLP |
