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Jefferies LLC

520 Madison Avenue

New York, New York 10022

  

Evercore Group L.L.C.

55 East 52nd Street

New York, New York 10055

  

Piper Sandler & Co.

U.S. Bancorp Center

800 Nicollet Mall

Minneapolis, Minnesota 55402

February 9, 2021

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 

Re:

Oncorus, Inc.

Acceleration Request for Registration Statement on Form S-1

File No. 333-252896

Dear Sir/Madam:

Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several Underwriters, wish to advise you that there will be distribution to underwriters, institutions, dealers and others, who are reasonably anticipated to participate in the distribution of the securities, of as many copies of the Preliminary Prospectus included in the above-referenced Registration Statement on Form S-1 as appears to be reasonable to secure adequate distribution of the Preliminary Prospectus.

We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

In accordance with Rule 461 of the Act, we hereby join in the request of Oncorus, Inc. for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:40 p.m. Eastern Time on February 11, 2021, or as soon thereafter as practicable.

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Very truly yours,
By:   JEFFERIES LLC
By:  

/s/ Dustin Tyner

  Name: Dustin Tyner
  Title: Managing Director
By:   EVERCORE GROUP L.L.C.
By:  

/s/ Maren Winnick

  Name: Maren Winnick
  Title: Senior Managing Director
By:   PIPER SANDLER & CO.
By:  

/s/ Jim Douglas

  Name: Jim Douglas
  Title: Managing Director

[Signature Page to Acceleration Request Letter]