January 26, 2015

VIA EDGAR

Securities and Exchange Commission

Mail Stop 3561

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

 

Attn:		Jeffrey P. Riedler, Assistant Director
		Johnny Gharib
		Bryan Pitko
		Vanessa Robertson
		Mark Brunhofer
Re:		Ascendis Pharma A/S
		Registration Statement on Form F-1
		File No. 333-201050

Ladies and Gentlemen:

In connection with the above-captioned Registration Statement, we wish to advise you that the underwriters have distributed approximately 2,017 copies of the Preliminary Prospectus dated January 26, 2015 through the date hereof, to underwriters, dealers, institutions and others.

We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

We hereby join in the request of the registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:30 p.m. Eastern Time, on Tuesday, January 27, 2015 or as soon thereafter as practicable.

[signature page follows]

---

Very truly yours,
MERRILL LYNCH, PIERCE, FENNER & SMITH
				INCORPORATED
LEERINK PARNTERS LLC
As representatives of the several Underwriters
By:		MERRILL LYNCH, PIERCE, FENNER & SMITH
				INCORPORATED
By:		/s/ Richard A. Diaz
		Name:		Richard A. Diaz
		Title:		Authorized Signatory
By:		LEERINK PARTNERS LLC
By:		/s/ Bryan Giraudo
		Name:		Bryan Giraudo
		Title:		Managing Director

[SIGNATURE PAGE TO ACCELERATION REQUEST OF THE UNDERWRITERS]