<SEC-DOCUMENT>0000059478-17-000207.txt : 20171116
<SEC-HEADER>0000059478-17-000207.hdr.sgml : 20171116
<ACCEPTANCE-DATETIME>20171116163718
ACCESSION NUMBER:		0000059478-17-000207
CONFORMED SUBMISSION TYPE:	3
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20171114
FILED AS OF DATE:		20171116
DATE AS OF CHANGE:		20171116

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			LILLY ELI & CO
		CENTRAL INDEX KEY:			0000059478
		STANDARD INDUSTRIAL CLASSIFICATION:	PHARMACEUTICAL PREPARATIONS [2834]
		STATE OF INCORPORATION:			IN
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		3
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-37990
		FILM NUMBER:		171208401

	BUSINESS ADDRESS:	
		STREET 1:		LILLY CORPORATE CTR
		STREET 2:		DROP CODE 1112
		CITY:			INDIANAPOLIS
		STATE:			IN
		ZIP:			46285
		BUSINESS PHONE:		3172762000

	MAIL ADDRESS:	
		STREET 1:		LILLY CORPORATE CENTER
		STREET 2:		DROP CODE 1112
		CITY:			INDIANAPOLIS
		STATE:			IN
		ZIP:			46285

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			LEAP THERAPEUTICS, INC.
		CENTRAL INDEX KEY:			0001509745
		STANDARD INDUSTRIAL CLASSIFICATION:	PHARMACEUTICAL PREPARATIONS [2834]
		IRS NUMBER:				274412575
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	BUSINESS ADDRESS:	
		STREET 1:		47 THORNDIKE STREET
		STREET 2:		SUITE B1-1
		CITY:			CAMBRIDGE
		STATE:			MA
		ZIP:			02142
		BUSINESS PHONE:		617 252 4343

	MAIL ADDRESS:	
		STREET 1:		47 THORNDIKE STREET
		STREET 2:		SUITE B1-1
		CITY:			CAMBRIDGE
		STATE:			MA
		ZIP:			02142

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Dekkun Corp
		DATE OF NAME CHANGE:	20110107
</SEC-HEADER>
<DOCUMENT>
<TYPE>3
<SEQUENCE>1
<FILENAME>primary_doc.xml
<DESCRIPTION>PRIMARY DOCUMENT
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0206</schemaVersion>

    <documentType>3</documentType>

    <periodOfReport>2017-11-14</periodOfReport>

    <noSecuritiesOwned>0</noSecuritiesOwned>

    <issuer>
        <issuerCik>0001509745</issuerCik>
        <issuerName>LEAP THERAPEUTICS, INC.</issuerName>
        <issuerTradingSymbol>LPTX</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0000059478</rptOwnerCik>
            <rptOwnerName>LILLY ELI &amp; CO</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>LILLY CORPORATE CENTER</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>INDIANAPOLIS</rptOwnerCity>
            <rptOwnerState>IN</rptOwnerState>
            <rptOwnerZipCode>46285</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>1479307</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
    </nonDerivativeTable>

    <derivativeTable>
        <derivativeHolding>
            <securityTitle>
                <value>Warrant (right to buy)</value>
            </securityTitle>
            <conversionOrExercisePrice>
                <value>6.085</value>
            </conversionOrExercisePrice>
            <exerciseDate>
                <value>2017-11-14</value>
            </exerciseDate>
            <expirationDate>
                <value>2024-11-14</value>
            </expirationDate>
            <underlyingSecurity>
                <underlyingSecurityTitle>
                    <value>Common Stock, $0.001 par value per share</value>
                </underlyingSecurityTitle>
                <underlyingSecurityShares>
                    <value>821693</value>
                </underlyingSecurityShares>
            </underlyingSecurity>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </derivativeHolding>
    </derivativeTable>

    <ownerSignature>
        <signatureName>/s/ S. Halle Vakani, by Power of Attorney</signatureName>
        <signatureDate>2017-11-16</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>poaelililly.txt
<DESCRIPTION>POA
<TEXT>
POWER OF ATTORNEY

	Known all by these presents, that the undersigned hereby
constitutes and appoints each of Kenneth E. Eheman, Jr. and
S. Halle Vakani, and each of them acting alone, signing
singly, the undersigned's true and lawful attorneys-in-fact
to:

(1) execute for and on behalf of the undersigned, in the
undersigned's capacity as a 10% or more stockholder of
Leap Therapeutics, Inc. (the "Company"),Forms 3, 4 and 5
(and any amendment thereto) in accordance with Section 16(a)
of the Securities Exchange Act of 1934, as amended
(the "1934 Act") and Schedule 13D and/or Schedule 13G
(and any amendment thereto) in accordance with the 1934
Act, and the rules promulgated thereunder;

(2) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete
and execute any such Forms 3, 4 and 5 and Schedule 13D
and/or Schedule 13G (and any amendments thereto) and to file
timely such form with the United States Securities and
Exchange Commission and any stock exchange or similar
authority; and

(3) take any other action of any type whatsoever in connection
with the foregoing which in the opinion of such attorneys-in-
fact may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that
the documents executed by such attorneys-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in
such form and shall contain such terms and conditions as such
attorneys-in-fact may approve in such attorneys-in-facts'
discretion.

	The undersigned hereby grants to each such attorneys-in-
fact full power and authority to do and perform any and every
act and thing whatsoever requisite, necessary or proper to be
done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and
confirming all that such attorneys-in-fact, or such attorneys-
in-facts' substitute or substitutes, shall lawfully do or
cause to be done by virtue of this power of attorney and the
rights and powers herein granted.  The undersigned acknowledges
that the foregoing attorneys-in-fact, in serving in such
capacity at the request of the undersigned, are not assuming
nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the 1934 Act.

	This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file Forms
3, 4 and 5 and Schedule 13D and Schedule 13G with respect to the
undersigned's holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to each of the foregoing
attorneys-in-fact.

	IN WITNESS WHEREOF, the undersigned has caused this Power
of Attorney to be executed as of this 15th day of November 2017.

ELI LILLY AND COMPANY

By:  Bronwen Mantlo
Name: Bronwen Mantlo
Title: Secretary
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
