Kadmon Holdings, Inc.
450 East 29th Street
New York, NY 10016
August 10, 2017
VIA FACSIMILE AND EDGAR TRANSMISSION
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549-0404
Attention: Suzanne Hayes, Assistant Director, Office of Healthcare and Insurance
Re: Kadmon Holdings, Inc.
Registration Statement on Form S-3
Filed August 4, 2017
File No. 333-219712
Dear Ms. Hayes:
In accordance with Rule 461 under the Securities Act of 1933, as amended, we hereby request acceleration of the effective date of the Registration Statement on Form S-3 (File No. 333-219712) (the “Registration Statement”) of Kadmon Holdings, Inc. (the “Company”). We respectfully request that the Registration Statement become effective as of 4:00 p.m., Eastern time, on August 11, 2017, or as soon as practicable thereafter. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Davis Polk & Wardwell LLP, by calling Sophia Hudson at (212) 450-4762.
Thank you for your assistance in this matter.
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| Very truly yours, |
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| KADMON HOLDINGS, INC. |
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| By: | /s/ Steven N. Gordon |
| | Name: Steven N. Gordon |
| | Title: Executive Vice President and General Counsel, Chief Administrative, Compliance and Legal Officer |
cc: Michael Kaplan, Davis Polk & Wardwell LLP
Sophia Hudson, Davis Polk & Wardwell LLP