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November 30, 2022
Andrew Freedman
Partner
Olshan Frome Wolosky LLP
1325 Avenue of the Americas
New York, NY 10019
Re:Diffusion Pharmaceuticals, Inc.
Preliminary Proxy Statement on Schedule 14A filed by LifeSci Special
Opportunities Master Fund Ltd., et al.
Filed November 22, 2022
File No. 001-37942
Dear Andrew Freedman:
            We have reviewed your filing 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 these comments by providing the requested information or advise us as
soon as possible when you will respond. If you do not believe our comments apply to your facts
and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
All defined terms have the same meaning as in your proxy statement.
Preliminary Proxy Statement on Schedule 14A
Letter to Stockholders, page ii
1.Since shareholders may vote for the nominees of either soliciting party on either proxy
card, revise to explain what you mean by the following statement:  "We believe that
voting on the BLUE universal proxy card provides the best opportunity for stockholders
to elect all of LifeSci’s nominees and achieve the best Board composition overall."
We Believe Our Nominees are the Right Individuals to Help Maximize Value for Diffusion
Stockholders, page 16
2.There appear to be words missing the first sentence of this section on page 16.  Please
revise.

 FirstName LastNameAndrew Freedman
 Comapany NameOlshan Frome Wolosky LLP
 November 30, 2022 Page 2
 FirstName LastNameAndrew Freedman
Olshan Frome Wolosky LLP
November 30, 2022
Page 2
Stockholder Proposals, page 33
3.Include the disclosure required by Rule 14a-5(e)(4) regarding the deadline to provide
notice of solicitation of proxies pursuant to Rule 14a-19 for Diffusion's next annual
meeting.
General
4.Each statement or assertion of opinion or belief must be clearly characterized as such, and
a reasonable factual basis must exist for such opinion or belief.  Support for any
such opinions or beliefs should be self-evident, disclosed in the soliciting materials or
otherwise provided to the staff on a supplemental basis with a view toward
disclosure.  Some examples of opinions presented as fact that should be recharacterized
and/or supported include the following:

•"Although Diffusion has spent over a decade attempting to develop its lead asset....it
has yet to accomplish any sort of meaningful operational milestones other than the
seemingly wasteful spending of immense cash resources...." (pg. 10)
•"We believe that the Company's operational efforts to develop TSC have failed to
accomplish anything other than a catastrophic erosion of Diffusion's cash balances
and stockholder value." (pg. 15)
•"It is clear to Us that the Company Has Failed to Generate any Meaningful Value
from TSC Since Going Public and Cannot Be Trusted to Lead the Company Going
Forward." (pg. 15)
•"The points below are a non-comprehensive list of what appear to us to be
operational missteps, poor capital allocation decisions and other actions generally not
in the best interest of stockholders:" (pg. 15).
5.In your response letter, explain why LifeSci Capital LLC has not been included as a
participant in this solicitation.  See Instructions 3(a) to Items 4 and 5 of Schedule 14A.
We note the disclosure in the Background section stating that Mr. Dobkin is a Managing
Director of LifeSci Capital and it has, on behalf of unnamed clients, made an offer to
acquire the Company.
6.See our last comment above.  Whether or not it is a participant in this solicitation, LifeSci
Capital is an affiliate of existing participants in this solicitation, including Mr. Dobkin,
who is its Managing Director.  According to disclosure in the proxy statement, it acted as
an investment bank and presented an offer to acquire the Company on behalf of its client.
In addition, it appears that LifeSci Capital also sought to engage with the Company on
behalf of additional clients with respect to other kinds of strategic alternatives involving
Diffusion.  Therefore, please provide the information required by Item 5 of Schedule 14A
regarding interests in the Company.  For example, if participants in this solicitation, by
virtue of their interest in or affiliation with LifeSci Capital, stand to gain through a
transaction between clients of LifeSci and Diffusion, this interest should be described (and
quantified, to the extent possible) in the proxy statement.

 FirstName LastNameAndrew Freedman
 Comapany NameOlshan Frome Wolosky LLP
 November 30, 2022 Page 3
 FirstName LastName
Andrew Freedman
Olshan Frome Wolosky LLP
November 30, 2022
Page 3
            We remind you that the filing persons are responsible for the accuracy and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please direct any questions to Michael Killoy at 202-551-7576 or Christina Chalk at 202-
551-3263.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions