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Re: jbem777 post# 12773

Friday, 05/09/2014 12:56:16 PM

Friday, May 09, 2014 12:56:16 PM

Post# of 48316
S-3 amendment:

1. I spent some time reading this carefully. The only changes to the original S-3 filing are Exhibit's 5.2 and 23.3. Both of these exhibits are essentially the same thing: A review of the S-3 by Morrison & Foerster LLP as to the validity of the original S-3 (Exhibit 5.2) and a consent to use/rely on such opinion (Exhibit 23.3).

2. What is interesting is that ONCS already had the same legal opinion filed with the original filing by the law firm of McDONALD CARANO WILSON LLP LETTERHEAD in Exhibit 5.1. Compare Exhibits 5.2 and 23.3 with Exhibits 5.1.

3. Finally, McDonald Carano and Willson, LLP have been ONCS' legal counsel for a long time and was the law firm that wrote the consent letter in ONCS last share offering. See link: http://ir.oncosec.com/all-sec-filings?page=5#document-10064-0001104659-13-064569

I read this in only one way: I think the recipient of these shares has asked ONCS to seek a legal opinion for it. Most likely Merck. Exciting times ahead.