United States securities and exchange commission logo

                          September 12, 2023

       Jason Smith
       General Counsel
       UroGen Pharma Ltd.
       400 Alexander Park Drive
       4th Floor
       Princeton, NJ 08540

                                                        Re: UroGen Pharma Ltd.
Statement on Form S-3
                                                            Filed September 8,
                                                            File No. 333-274423

       Dear Jason Smith:

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

               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 Tamika
N. Sheppard at (202) 551-8346 with any questions.


                          Division of Corporation Finance

                          Office of Life Sciences
       cc:                                              Asa Henin