1180
Seminole Trail, Suite 495
Charlottesville, VA 22902
(434) 422-9800
June 28, 2021
VIA EDGAR
United States Securities
and
Exchange Commission
Division of Corporation Finance
Office of Life Sciences
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Adial
Pharmaceuticals, Inc. Withdrawal of Registration Statement on Form S-1 File No: 333-256771 |
Ladies and Gentlemen:
On June 4, 2021, Adial Pharmaceuticals, Inc. (the “Company”) initially filed Registration Statement No. 333-256771 on Form S-1 (together with the exhibits and amendments thereto, the “Registration Statement”) with the Securities and Exchange Commission (the “Commission”).
Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securities Act”), the Company hereby requests that the Commission consent to the withdrawal of the Registration Statement effective as of the date hereof. The Company is seeking withdrawal of the Registration Statement because it no longer wishes to conduct a public offering of securities at this time. The Registration Statement has not been declared effective by the Commission and no securities have been issued or sold under the Registration Statement.
The Company acknowledges that no refund will be made for fees paid to the Commission in connection with the filing of the Registration Statement. However, in accordance with Rule 457(p) under the Securities Act, the Company requests that all fees paid to the Commission in connection with the filing of the Registration Statement be credited for future use.
If you have any questions, please contact the Company’s legal counsel, Leslie Marlow, Esq. of Gracin & Marlow, LLP, at (212) 907-6457.
| Very truly yours, | ||
| ADIAL PHARMACEUTICALS, INC. | ||
| By: | /s/ Willian B. Stilley III | |
| Name: | William B. Stilley III | |
| Title: | Chief Executive Officer | |
| cc: | Deanna Virginio Leslie Marlow, Esq., Gracin & Marlow, LLP |