United States securities and exchange commission logo

                         December 21, 2020

       Jason A. Leverone
       Chief Financial Officer
       Miragen Therapeutics Inc.
       6200 Lookout Road
       Boulder, Colorado 80301

                                                        Re: Miragen
Therapeutics Inc.
Statement on Form S-3
                                                            Filed December 15,
                                                            File No. 333-251367

       Dear Mr. Leverone:

              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 Abby
Adams at (202) 551-6902 with any questions.


                         Division of Corporation Finance

                         Office of Life Sciences
       cc:                                              Brent D. Fassett, Esq.