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                          Alliance Pharmaceutical Corp.
                           7590 Fay Avenue, Suite 402
                               La Jolla, CA 92037



                                 April 16, 2008

Mail Stop: 0610

Jeffrey Riedler
Assistant Director
Securities and Exchange Commission
100 F. Street, N.E.
Washington, D.C. 20549

                  Re:      Alliance Pharmaceutical Corp.
                           Preliminary Proxy Statement filed April 11, 2008
                           File No. 0-12950

Dear Mr. Riedler:

         Alliance Pharmaceutical Corp. (the "Company") has reviewed your letter
dated April 15, 2008 (the "April 15 Comment Letter") regarding the Company's
Preliminary Proxy Statement filed on April 11, 2008 (the "Proxy Statement"). The
Company responds to the April 15 Comment Letter as set forth below. For your
convenience, we have restated your comment as set forth in the April 15 Comment
Letter immediately preceding our response below.

PROPOSAL 2: APPROVAL OF THE CERTIFICATE OF AMENDMENT TO EFFECT THE REVERSE STOCK
SPLIT.

1.       Please expand the discussion to state whether you have any plan,
         commitment, arrangement, understanding or agreement, either oral or
         written, regarding the issuance of common stock subsequent to the
         increase in the number of available authorized shares as a result of
         the reverse stock split, other than to convert the existing senior
         convertible notes or for a potential private placement as presently
         described in the document.

                  RESPONSE:  We have modified the relevant paragraph as follows:

                  We have added the following sentence to the end of the last
paragraph on page 10 of the Proxy Statement: "The Company has no additional
plan, commitment, arrangement, understanding or agreement, either written or
oral, to issue additional shares of common stock upon the effectiveness of the
Reverse Stock Split, other than for the conversion of the existing Senior Notes
and for the potential financing described above."

                  If and when the Commission approves of such language, and upon
the expiration of the ten (10) day waiting period prescribed under the
Securities and Exchange Act of 1934, as amended, the Company will file a
Definitive Proxy Statement with the above sentence included.

                                      * * *

         In addition, the Company acknowledges that:

         o        the Company is responsible for the adequacy and accuracy of
                  the disclosure in the filing;

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         o        staff comments or changes to disclosure in response to staff
                  comments do not foreclose the Commission from taking any
                  action with respect to the filing; and

         o        the Company may not assert staff comments as a defense in any
                  proceeding initiated by the Commission or any person under the
                  federal securities laws of the United States.

         If you have any further comments regarding this letter or the response
contained herein, please contact the undersigned or our outside counsel, Adam
Lenain, Esq., Foley & Lardner LLP, 402 W. Broadway, Suite 2100, San Diego,
California 92101; Telephone No.: (619) 685-4604, Facsimile No.: (619) 234-3510.

                                                  Sincerely,

                                                  /s/ Jack DeFranco

                                                  Jack DeFranco, President