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| 1345 AVENUE OF THE AMERICAS, 11th FLOOR NEW YORK, NEW YORK 10105 TELEPHONE: (212) 370-1300 FACSIMILE: (212) 370-7889 www.egsllp.com
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VIA EDGAR
March 10, 2014
U.S. Securities and Exchange Commission
100 F Street, N.E.
Mail Stop 3010
Washington, D.C. 20549
Attention: Jeffrey P. Riedler
Re: | Dipexium Pharmaceuticals, LLC |
| Amendment No. 2 to Registration Statement on Form S-l |
| Filed March 6, 2014 |
| File No. 333-193780 |
Dear Mr. Riedler:
On behalf of Dipexium Pharmaceuticals, LLC, a Delaware limited liability company (the “Company”), we hereby submit for review by the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) the Company’s response to a comment letter received from the Staff on March 10, 2014 relating to Amendment No. 2 to the Company’s Registration Statement on Form S-1 (“Amendment No. 2”) filed with the Commission via EDGAR on March 6, 2014. For the Staff’s convenience, the Staff’s comment is listed below in bold-faced type followed by the Company’s response.
Financial Statements
Notes to Financial Statements
Note 14 — Subsequent Events, page F-15
1. Please revise Note 14 to disclose subsequent events through the date the financial statements are issued. Refer to ASC 855-10-25-1A.
Further to our discussions with the Staff, the Company confirms that, other than as disclosed on page F-15, there have been no other reportable subsequent events since February 5, 2014, the date that the financial statements included in Amendment No. 2 were issued.
In addition, in accordance with the Staff’s comment and our discussions with the Staff, we undertake to revise the final paragraph on page F-15 of the final prospectus to be filed pursuant to Commission Rule 424(b) as follows: “The Company has evaluated subsequent events through the date the financial statements were issued.”
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We thank the Staff in advance for its consideration of the foregoing response. Should you have any questions concerning the foregoing responses, please contact me at (212) 370-1300.
| Sincerely, | |
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| /s/ Lawrence A. Rosenbloom | |
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| Lawrence A. Rosenbloom | |
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cc: | Dipexium Pharmaceuticals, LLC |
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| Ivan K. Blumenthal, Esq. |
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