Celsion Corporation
10220-L Old Columbia Road
Columbia, MD 21046
August 1, 2005
By Way of EDGAR
Division of Corporate Finance
United States Securities and Exchange Commission
100 F Street, N.E.
Mail Stop 0306
Washington, D.C. 20549
| Attention: | Gary R. Todd |
Jeanne Bennett
| RE: | Form 10-K for the fiscal year ended December 31, 2004 amended |
Ladies and Gentlemen:
On behalf of Celsion Corporation (“Celsion” or the “Company”), attached for filing with the Securities and Exchange Commission (the “Commission”), please find Amendment No. 2 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2004 (the “Amendment”), which is being filed to reflect our response to comments contained in a letter dated May 20, 2005 (the “Comment Letter”) from the staff (the “Staff”) of the Commission in respect of the Company’s Annual Report on Form 10-K for the year ended December 31, 2004, as amended by Amendment No. 1 thereto. Responses to the Comment Letter were detailed in a letter dated June 20, 2005, filed as correspondence with the Commission on June 20, 2005.
Very truly yours,
/s/ Anthony P. Deasey
Anthony P. Deasey
Chief Financial Officer
