CORRESP 1 filename1.htm

 

August 25, 2022

 

Via EDGAR

 

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-3720

Attention: Jordan Nimitz

 

  Re: Shuttle Pharmaceuticals Holdings, Inc.
    Registration Statement on Form S-1
    File No. 333-265429

 

Acceleration Request

 

  Requested Date: August 29, 2022
  Requested Time: 4:00 PM Eastern Time

 

Ladies and Gentlemen:

 

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Shuttle Pharmaceuticals Holdings, Inc. (the “Registrant”) hereby requests acceleration of the effective date of its Registration Statement on Form S-1 (File No. 333-265429) (the “Registration Statement”) so that it may become effective at 4:00 p.m. Eastern Daylight Time on Monday, August 29, 2022, or at such time as the Registrant may request by telephone to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”). In addition, the Registrant hereby authorizes Megan J. Penick, Esq. of Michelman & Robinson, LLP, counsel for the Registrant, to make such request on the Registrant’s behalf.

 

The Registrant hereby acknowledges that:

 

(i) should the Commission or the Staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

 

(ii) the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

 

(iii) the Registrant may not assert comments of the Commission or the staff and the declaration of effectiveness of the Registration Statement as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 

  Very truly yours,
     
  SHUTTLE PHARMACEUTICALS HOLDINGS, INC.
                                     
  By: /s/ Anatoly Dritschilo
    Anatoly Dritschilo, M.D.
    Chief Executive Officer

 

cc: Megan J. Penick, Esq.,

Michelman & Robinson, LLP