TEXT-EXTRACT 2 filename2.txt August 31, 2018 Tiziano Lazzaretti Chief Financial Officer Tiziana Life Sciences plc 3rd Floor, 11-12 St. James's Square London SW1 4LB, United Kingdom Re: Tiziana Life Sciences plc Amendment No. 1 to Registration Statement on Form F-1 Filed August 23, 2018 File No. 333-226368 Dear Mr. Lazzaretti: We have reviewed your amended registration statement and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to the comment, we may have additional comments. Amendment No. 1 to Registration Statement on Form F-1 filed August 23, 2018 Exhibits 1. We note that the form of American Depositary Receipt included in the form of Deposit Agreement filed as Exhibit 4.1 provides in relevant part that "No disclaimer of liability under the Securities Act of 1933 is intended by any provision hereof." Please amend this section 14(q) so that it specifically provides that no disclaimer of liability under the US federal securities laws or the rules and regulations thereunder is intended by any provision thereof. Please make the corresponding revision to the form of Deposit Agreement. Tiziano Lazzaretti Tiziana Life Sciences plc August 31, 2018 Page 2 You may contact Rolf Sundwall at 202-551-3105 or Mark Brunhofer at 202-551-3638 if you have questions regarding comments on the financial statements and related matters. Please contact Christine Westbrook at 202-551-5019 or Suzanne Hayes at 202-551-3675 with any other questions. Sincerely, FirstName LastNameTiziano Lazzaretti Division of Corporation Finance Comapany NameTiziana Life Sciences plc Office of Healthcare & Insurance August 31, 2018 Page 2 cc: Ed Lukins, Esq. FirstName LastName