December 27, 2019

Peter P. Pfreundschuh
Chief Financial Officer
UroGen Pharma Ltd.
499 Park Avenue
New York, NY 10022

       Re: UroGen Pharma Ltd.
           Registration Statement on Form S-3
           Filed December 20, 2019
           File No. 333-235642

Dear Mr. Pfreundschuh:

       This is to advise you that we have not reviewed and will not review your
registration
statement.

        Please refer to Rules 460 and 461 regarding requests for acceleration.
We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

       Please contact Mary Beth Breslin at 202-551-3625 with any questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of Life
Sciences
cc:    Daniel I. Goldberg