and Exchange Commission
of Corporation Finance
MabVax Therapeutics Holdings, Inc.
Statement on Form S-1
Pursuant to Rule
477 promulgated under the Securities Act of 1933, as amended (the
“Securities Act”), MabVax Therapeutics Holdings, Inc.
(the “Company”) hereby respectfully requests that the
Securities and Exchange Commission (the “Commission”)
consent to the immediate withdrawal of the Company’s
registration statement on Form S-1 (File No. 333- 228497) together
with all exhibits and amendments thereto, which was filed on
November 20, 2018 (the “Registration
Company is withdrawing the registration statement because the
Company has elected not to proceed with the offering. The
Registration Statement has not been declared effective by the
Commission, and the Company confirms that no securities were sold
in connection with the offering described in the Registration
we request that the Commission issue an order granting the
withdrawal of the Registration Statement (the “Order”)
effective as of the date hereof or at the earliest practicable date
accordance with Rule 457(p) under the Securities Act, the Company
also requests that all fees paid to the Commission in connection
with the filing of the Registration Statement be credited to the
Company’s account for future use.
Therapeutics Holdings, Inc.
By: /s/ J. David
Chairman of the
Sorrento Valley Road, Suite 400, San Diego, CA 92121