KemPharm, Inc.

1180 Celebration Boulevard, Suite 103

Celebration, FL 34747

(321) 939-3416


July 8, 2021


Via Edgar


United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attn:     Jessica Ansart


Re:       KemPharm, Inc.

Registration Statement on Form S-3

File No. 333-257661


Acceleration Request

Requested Date:     Monday, July 12, 2021

Requested Time:     4:30 p.m. Eastern Time


Ladies and Gentlemen:


KemPharm, Inc. (the “Registrant”) hereby requests that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the above-referenced Registration Statement on Form S-3 to become effective on Monday, July 12, 2021 at 4:30 p.m. Eastern Time, or as soon thereafter as is practicable or at such later time as the Registrant may orally request via telephone call to the staff of the Commission. The Registrant hereby authorizes each of Brent Siler, Mark Ballantyne and Won Lee of Cooley LLP, counsel to the Registrant, to make such request on its behalf.


Once the Registration Statement has been declared effective, please orally confirm that event with Brent Siler of Cooley LLP at (202) 728-7040 or in his absence, Mark Ballantyne of Cooley LLP at (703) 456-8084 or Won Lee of Cooley LLP at (720) 566-4238.


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Very truly yours,


KemPharm, Inc.




By: /s/ R. LaDuane Clifton                                  
Name:   R. LaDuane Clifton
Title:     Chief Financial Officer, Secretary and Treasurer





Travis C. Mickle, KemPharm, Inc.

  Brent Siler, Cooley LLP
  Mark Ballantyne, Cooley LLP
  Won Lee, Cooley LLP
  James Seery, Duane Morris LLP
  Kelly Carr, Duane Morris LLP
  Alex Pherson, Duane Morris LLP