LOGO

701 Gateway Boulevard

Suite 200

South San Francisco, CA 94080

650.278.8930

July 7, 2015

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 

Attn:

Jeffrey P. Riedler

Daniel Greenspan

Scot Foley

 

Re:

Atara Biotherapeutics, Inc.

Registration Statement on Form S-1

File No. 333-205347

 

Acceleration Request

Requested Date:

Thursday, July 9, 2015

Requested Time:

4:30 p.m., Eastern Daylight Time

Ladies and gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant (the “Registrant”) hereby requests that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-205347) (the “Registration Statement”) to become effective on July 9, 2015, at 4:30 p.m., Eastern Daylight Time, or as soon as practicable thereafter, or at such later time as the Registrant may orally request via telephone call to the staff of the Commission (the “Staff”). The Registrant hereby authorizes each of Kenneth L. Guernsey, Jodie M. Bourdet, J. Carlton Fleming and Robert E. Jones 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 Jodie M. Bourdet of Cooley LLP, counsel to the Registrant, at (415) 693-2054.

In connection with this request, the Registrant acknowledges 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 Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and


    the Registrant 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.

 

Very truly yours,
Atara Biotherapeutics, Inc.
By:

/s/ John F. McGrath, Jr.

Name: John F. McGrath, Jr.
Title: Chief Financial Officer

 

cc:     Kenneth L. Guernsey, Cooley LLP
    Jodie M. Bourdet, Cooley LLP
    J. Carlton Fleming, Cooley LLP
    Bruce K. Dallas, Davis Polk & Wardwell LLP