ACHIEVE LIFE SCIENCES, INC.

Regulatory Filings • Dec 12, 2019

CORRESP 1 filename1.htm CORRESP

ACHIEVE LIFE SCIENCES, INC.

1040 West Georgia Street, Suite 1030

Vancouver, British Columbia, V6E 4H1

December 12, 2019

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attn: Gregory Dundas

Re: Achieve Life Sciences, Inc. Withdrawal of Request for Acceleration of Effectiveness of Registration Statement on Form S-1 (File No. 333-234530) originally filed November 6, 2019, as amended.

Ladies and Gentlemen:

Achieve Life Sciences, Inc. (the “ Registrant ”) hereby withdraws its request, date December 10, 2019, that the Registration Statement on Form S-1 (File No. 333-234530), as amended (the “ Registration Statement ”) become effective on December 12, 2019 at 4:30 PM or as soon thereafter as practicable.

If you have any questions regarding the foregoing, please contact our counsel, Chelsea Anderson at (206) 389-4516 or, in her absence, Alan Smith at (206) 389-4530, of Fenwick & West LLP.

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Sincerely,
A CHIEVE L IFE S CIENCES , I NC .
By:	/s/ John Bencich
	John Bencich
	Chief Financial Officer

cc: Richard Stewart, Chairman and Chief Executive Officer

Achieve Life Sciences, Inc.

Alan C. Smith

Chelsea Anderson

Fenwick & West LLP

[Signature Page to Company Acceleration Request Letter]