APPLIED DNA SCIENCES INC — Regulatory Filings 2017

May 24, 2017

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Applied DNA Sciences, Inc.
50 Health Sciences Drive
Stony Brook, New York 11790
May 24, 2017

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re:
Registration Statement on Form S-3
Filed May 22, 2017
File No. 333-218158

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, Applied DNA Sciences, Inc. (the “ Company ”) hereby requests that the effective date of the Company’s Registration Statement on Form S-3 (File No. 333-218158) (the “ Registration Statement ”) be accelerated so that the Company’s Registration Statement will become effective at 3:00 PM, eastern time, on May 26, 2017, or as soon as thereafter as is practicable.

In connection with this request, we acknowledge to the Securities and Exchange Commission (the “ Commission ”) that:

· should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

· the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

· the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Please feel free to direct any questions or comments concerning this request to Merrill M. Kraines, Esq. of Pepper Hamilton LLP at (212) 808-2711.

APPLIED DNA SCIENCES, INC.
By:	/s/ Beth Jantzen
	Name: Beth Jantzen
	Title: Chief Financial Officer

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