May 11, 2020
VIA EDGAR
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attention:
Ms. Irene Paik
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RE:
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VistaGen
Therapeutics, Inc.
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Registration
Statement on Form S-3
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(File
No. 333-237968)
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Dear Mr. Gabor,
Pursuant to Rule 461 of the General Rules and
Regulations under the Securities Act of 1933, as amended, the
undersigned, VistaGen Therapeutics, Inc., a Nevada corporation (the
“Registrant”), hereby requests acceleration of the
effective date of the Registration Statement referred to above so
that it may become effective at 10:00 a.m. Eastern Standard Time on
May 13, 2020, or as soon as practicable
thereafter.
Upon
grant of our request to accelerate effectiveness, we would
appreciate your communicating with our counsel, Disclosure Law
Group, a Professional Corporation, by calling Ms. Jessica R.
Sudweeks at (619) 272-7063, to confirm the exact time at which the
Registration Statement was declared effective.
Very
truly yours,
VISTAGEN
THERAPEUTICS, INC.
/s/ Shawn K. Singh
Shawn
K. Singh
President
and Chief Executive Officer
cc: Jessica
Sudweeks
Partner
Disclosure
Law Group, a Professional Corporation