Vaccitech plc
Unit 6-10, Zeus Building

Rutherford Avenue

Harwell, Didcot

United Kingdom, OX11 0DF

 

August 15, 2022

 

Via EDGAR Transmission

 

U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549

 

Re:Vaccitech plc Acceleration Request for Registration Statement on Form S-3 (File No. 333- 266724)

 

Ladies and Gentlemen:

 

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), Vaccitech plc (the “Company”) hereby requests that the effective date of the above-referenced registration statement (the “Registration Statement”) be accelerated to August 17, 2022, at 4:00 p.m., Eastern Time, or as soon thereafter as practicable, unless we or our outside counsel, Goodwin Procter LLP, request by telephone that such Registration Statement be declared effective at some other time. In making this acceleration request, the Company acknowledges that it is aware of its responsibilities under the Act.

 

If you have any questions regarding this request, please contact Marishka DeToy of Goodwin Procter LLP at (617) 570-1926.

 

  Sincerely,
  Vaccitech plc
   
  /s/ William Enright
  Name: William Enright
  Chief Executive Officer

 

Cc: Georgy Egorov, Vaccitech plc
  Robert E. Puopolo, Esq., Goodwin Procter LLP
  Marishka DeToy, Esq., Goodwin Procter LLP