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                              April 20, 2023

       Brian Markison
       Chief Executive and Director and Principal Financial Officer
       RVL Pharmaceuticals plc
       400 Crossing Boulevard
       Bridgewater, NJ 08807

                                                        Re: RVL Pharmaceuticals
plc
                                                            Form 10-K for the
Years Ended December 31, 2022
                                                            Filed March 20,
2023
                                                            Form 8-K dated
March 20, 2023
                                                            File No. 001-38709

       Dear Brian Markison:

              We have limited our review of your filing to the financial
statements and related
       disclosures and have the following comments. In some of our comments, we
may ask you to
       provide us with information so we may better understand your disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K for the Years Ended December 31, 2022

       Management's Discussion and Analysis
       Results of Operations
       Comparison of Years Ended December 31, 2022 and 2021, page 66

   1.                                                   You disclose a gross
profit and gross profit percentage in your table of revenues and
                                                        expenses from
continuing operations which includes both Net product sales and Royalty
                                                        and licensing revenue.
Please confirm you will revise in future filings to separately
                                                        calculate gross profit
and gross profit percentage based on net product sales and revise the
                                                        narrative on page 67
accordingly. In this regard, please confirm that the cost of sales
                                                        relates solely to Net
product sales.
 Brian Markison
FirstName   LastNameBrian
RVL Pharmaceuticals    plc Markison
Comapany
April       NameRVL Pharmaceuticals plc
       20, 2023
April 220, 2023 Page 2
Page
FirstName LastName
Revenues, page 66

2.       You state on pages 9 and 22 that Upneeq exclusivity from the FDA
expires on July 8,
         2023. You state on page 26 that after the regulatory exclusivity
period expires in July
         2023, manufacturers may gain approval of generic versions of Upneeq.
If you may be
         subject to generic competition after July 2023, provide proposed
additional disclosure to
         be included in future filings to enhance Management's Discussion and
Analysis and
         throughout the filing, as necessary, relating to the effect loss of
exclusivity may have on
         your results of operations.
Notes to the Consolidated Financial Statements
Note 5. Revenue, page 91

3.       You state in your Form 8-K dated March 20, 2023 that since inception
of your Direct
         Dispense model, you recognized sales upon shipment from the
third-party logistics
         company. You state that you will now record Direct Dispense revenues
upon delivery to
         the end customer, starting with the fourth quarter of 2022. As a
result, $2.3 million of net
         product sales that were included in your preliminary estimates of the
fourth quarter and
         full year 2022 UPNEEQ net product sales will now be recognized in the
first quarter of
         2023. Please address the following:
             Clarify whether this change represents a change in accounting
principle or change in
              accounting estimate. If the former, tell us if you have received
a preferability letter
              from your auditors. Refer to ASC 250.
             Tell us where this fourth quarter change is disclosed in your
10-K.
             Tell us the effect the change was to each previously reported
period.
             Provide us an analysis under ASC 606 of your accounting treatment
before and after
              the change. In this regard, clarify your use of any third-party
logistical partners and
              explain your determination of whether they are acting as
principal or agent in their
              capacity as distributor and the resulting impact on the timing of
your revenue
              recognition.
4.       You state on page 22 that you made the decision to dispense Upneeq
exclusively through
         a wholly-owned mail order pharmacy, RVL Pharmacy LLC, which appears to
conflict
         with your discussion on pages 63 and 64 that patients may purchase
Upneeq either from
         eye care or medical aesthetic professionals, or exclusivity through
RVL Pharmacy, LLC,
         your wholly-owned pharmacy. Please revise to clarify in future
filings. In addition, you
         discuss on page 23 your Direct Dispense and Virtual Inventory
programs, which you state
         were introduced in September 2021 and January 2022, respectively.
Please tell us the
         accounting treatment for each distribution model for all periods
presented. Provide us the
         basis for your accounting treatment and proposed disclosure to be
included in future
         filings.
 Brian Markison
FirstName   LastNameBrian
RVL Pharmaceuticals    plc Markison
Comapany
April       NameRVL Pharmaceuticals plc
       20, 2023
April 320, 2023 Page 3
Page
FirstName LastName
5.       You state on page 23 that eye care practices can purchase case
quantities of Upneeq.
         Please tell us what your return policy is and whether or not returns
have been significant.
         Also tell us whether or not returns are considered in determining
variable consideration.
         In this respect, we note a reference on page 86 to returns on product
sales related to
         licensing revenue, but no reference to returns under Product Sales.


Form 8-K dated March 20, 2023

GAAP to Non-GAAP Reconciliation, page 12

6.       Please tell us how you determined the following adjustments to
calculate Adjusted
         EBITDA are consistent with the Non-GAAP C&DI 100.1:
             Licensing-related revenues, net of transaction costs,
             Divestiture-related contingent milestone payments, net of fees,
and
             Gain on sales of product rights

       In closing, we remind you that 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.

       You may contact Mary Mast at 202-551-3613 or Angela Connell at
202-551-3426 with
any questions.



                                                               Sincerely,

                                                               Division of
Corporation Finance
                                                               Office of Life
Sciences