September 4, 2024

Ying Huang
Chief Executive Officer
Legend Biotech Corp
2101 Cottontail Lane
Somerset, NJ 08873

       Re: Legend Biotech Corp
           Form 20-F for Fiscal Year Ended December 31, 2023
           Filed March 19, 2024
           File No. 001-39307
Dear Ying Huang:

       We have reviewed your filing and have the following comments.

       Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to this letter, we may have additional
comments.

Form 20-F for Fiscal Year Ended December 31, 2023
Item 3. Key Information
Our Holding Company Structure and China Operations, page 3

1.     We note the changes you made to your disclosures in this section, as
compared to your
       prior annual reports, regarding certain operational and legal risks
associated with your
       operations in China. Specifically, we note the removal of some of your
disclosures
       regarding the oversight, discretion, control, and influence that PRC
governmental
       authorities have on your operations, as well as the removal of other
disclosures regarding
       the uncertain, inconsistent, and unpredictable nature of the PRC legal
system and the
       associated risks. We further note similar changes in your risk factor
summary on page 8
       and in your risk factors on pages 59 and 60. However, it is unclear to
us that there have
       been changes in the regulatory environment in the PRC since our review
of your prior
       annual report, completed on September 15, 2023, warranting these revised
disclosures.
       The Sample Letter to China-Based Companies, available on our website,
sought specific
       disclosures regarding the risk that the PRC government may intervene in
or influence
       your operations at any time, or may exert control over operations of
your business, which
       could result in a material change in your operations and/or the value of
your securities.
 September 4, 2024
Page 2

       We do not believe that your revised disclosures convey the same risks.
In future filings,
       please restore your disclosures in these areas to the disclosures as
they existed in prior
       filings. In doing so, we remind you that, pursuant to federal securities
rules, the term
       "control" (including the terms "controlling," "controlled by," and
"under common control
       with") means "the possession, direct or indirect, of the power to direct
or cause the
       direction of the management and policies of a person, whether through
the ownership of
       voting securities, by contract, or otherwise."
2.     We note that, as compared to your prior annual reports, you no longer
discuss the Holding
       Foreign Companies Accountable Act. In future filings, please disclose in
this section the
       location of your auditor   s headquarters, as well as whether and how
the Holding Foreign
       Companies Accountable Act, the Accelerating Holding Foreign Companies
Accountable
       Act, and related regulations will affect your company. To the extent
these acts do not
       apply to or otherwise impact you, please so state.
        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 Jessica Dickerson at 202-551-8013 or Tim Buchmiller at
202-551-3635
with any questions.



                                                           Sincerely,

                                                           Division of
Corporation Finance
                                                           Office of Life
Sciences