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                         May 6, 2020

       Chase Leavitt, Esq.
       General Counsel
       Lineage Cell Therapeutics, Inc.
       2173 Salk Avenue
       Carlsbad, CA 92008

                                                        Re: Lineage Cell
Therapeutics, Inc.
                                                            Registration
Statement on Form S-3
                                                            Filed May 1, 2020
                                                            File No. 333-237975

       Dear Mr. Leavitt:

              This is to advise you that we have not reviewed and will not
review your registration
       statement.

               Please refer to Rules 460 and 461 regarding requests for
acceleration. 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.

                                                        Please contact Abby
Adams at (202) 551-6902 with any questions.




                         Sincerely,


                         Division of Corporation Finance

                         Office of Life Sciences
       cc:                                              Steven Przesmicki, Esq.