September 3, 2020
Via EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Assembly Biosciences, Inc. |
Registration Statement on Form S-3
Filed August 28, 2020
File No. 333-248469
Request for Acceleration of Effective Date
Ladies and Gentlemen:
Pursuant to Rule 461 of the Securities Act of 1933, as amended, Assembly Biosciences, Inc. (the “Company”) hereby requests acceleration of the effective date of its Registration Statement on Form S-3 (File No. 333-248469) (the “Registration Statement”) to 4:00 p.m. Eastern Time on Friday, September 4, 2020 or as soon thereafter as practicable.
The Company acknowledges that both the Company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff of the U.S. Securities and Exchange Commission.
Please contact P. Michelle Gasaway of Skadden, Arps, Slate, Meagher & Flom LLP, special counsel to the Company, at +1.213.687.5122, as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.
| Regards, | ||
| By: | /s/ Jason A. Okazaki | |
| Name: | Jason A. Okazaki | |
| Title: | Chief Legal and Business Officer | |
| cc: | P. Michelle Gasaway |
Skadden, Arps, Slate, Meagher & Flom LLP
Thomas J. Russo
Assembly Biosciences, Inc.
John O. Gunderson
Assembly Biosciences, Inc.
331 Oyster Point Blvd., 4th Floor, South San Francisco, CA 94080 | www.assemblybio.com