September 6, 2019

Maria Fardis
President and Chief Executive Officer
Iovance Biotherapeutics, Inc.
999 Skyway Road, Suite 150
San Carlos, CA 94070

       Re: Iovance Biotherapeutics, Inc.
           Registration Statement on Form S-3
           Filed August 30, 2019
           File No. 333-233578

Dear Dr. Fardis:

        We have limited our review of your registration statement to the issue
we have addressed
in our comment. In some of our comments, we may ask you to provide us with
information so
we may better understand your disclosure.

       Please respond to this letter by amending your registration statement
and providing the
requested information. If you do not believe our comment applies to your facts
and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

       After reviewing any amendment to your registration statement and the
information you
provide in response to the comment, we may have additional comments.

Registration Statement on Form S-3 filed August 30, 2019

General

1.     We note that your forum selection provision identifies the Court of
Chancery of the State
       of Delaware as the sole and exclusive forum for certain litigation,
including any derivative
       action. Please revise to disclose whether this provision applies to
actions arising under the
       Securities Act or Exchange Act. In that regard, we note that Section 27
of the Exchange
       Act creates exclusive federal jurisdiction over all suits brought to
enforce any duty or
       liability created by the Exchange Act or the rules and regulations
thereunder, and
       Section 22 of the Securities Act creates concurrent jurisdiction for
federal and state courts
       over all suits brought to enforce any duty or liability created by the
Securities Act or the
       rules and regulations thereunder. If the provision applies to Securities
Act claims, please
       also revise your prospectus to specifically state that there is
uncertainty as to whether a
 Maria Fardis
Iovance Biotherapeutics, Inc.
September 6, 2019
Page 2
         court would enforce such provision and that investors cannot waive
compliance with the
         federal securities laws and the rules and regulations thereunder.
        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.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

        Please contact Joseph McCann at (202) 551-6262 or Suzanne Hayes,
Assistant Director,
at (202) 551-3675 with any questions.



FirstName LastNameMaria Fardis                              Sincerely,
Comapany NameIovance Biotherapeutics, Inc.
                                                            Division of
Corporation Finance
September 6, 2019 Page 2                                    Office of
Healthcare & Insurance
FirstName LastName