January 3, 2020

Andrew McDonald
Chief Executive Officer
LifeSci Acquisition Corp.
250 W 55th Street, #3401
New York, NY 10019

       Re: LifeSci Acquisition Corp.
           Draft Registration Statement on Form S-1
           Submitted December 12, 2019
           CIK No. 0001796129

Dear Mr. McDonald:

       We have reviewed your draft registration statement and have the
following comments. 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 providing the requested information and
either submitting
an amended draft registration statement or publicly filing your registration
statement on
EDGAR. If you do not believe our comments apply to your facts and circumstances
or do not
believe an amendment is appropriate, please tell us why in your response.

      After reviewing the information you provide in response to these comments
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Draft Registration Statement Submitted December 12, 2019

Financial Statements
Note 6 - Commitments
Underwriting Agreement, page F-12

1.     We note that the underwriters will be entitled to a cash underwriting
discount of $0.55 per
       unit upon closing of the offering. Based upon disclosure elsewhere in
the filing, it appears
       that the $0.55 per unit discount is inclusive of, not in addition to,
the deferred fee of $0.35
       per unit to be paid upon completion of a business combination. Please
advise and clarify
       your disclosure as necessary.
 Andrew McDonald
FirstName LastNameAndrew McDonald
LifeSci Acquisition Corp.
Comapany2020
January 3, NameLifeSci Acquisition Corp.
January 3, 2020 Page 2
Page 2
FirstName LastName
Undertakings, page II-5

2.       Please add the undertakings required by Item 512(a)(5)(ii) and Item
512(a)(6) of
         Regulation S-K. Item 512(a)(5)(ii) is required for any prospectus
filed in reliance on Rule
         430C and Item 512(a)(6) is required for any offering that involves an
initial distribution of
         securities pursuant to Rule 159A. For guidance, refer to Securities
Act Rules Compliance
         and Disclosure Interpretation, Question 229.01.
Exhibits

3.       We note your disclosure on page F-12 that you intend to enter into an
administrative
         support agreement with an affiliate of your sponsor. Please include
the administrative
         support agreement in your exhibit index. See Item 601(b)(10) of
Regulation S-K.
       You may contact Jeffrey Lewis at 202-551-6216 or Kristina Marrone at
202-551-3429 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Ronald (Ron) Alper at 202-551-3329 or Brigitte Lippmann at 202-551-3713
with any
other questions.



                                                               Sincerely,

                                                               Division of
Corporation Finance
                                                               Office of Real
Estate & Construction
cc:      Giovanni Caruso