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December 2, 2022
Shimon Citron
Chief Executive Officer and Director
Artemis Therapeutics, Inc.
3 Eliezer Vardinon St.,
Petach Tikva, Israel 4959507
Re:Artemis Therapeutics, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed November 21, 2022
File No. 333-267534
Dear Shimon Citron:
            We have reviewed your amended registration statement 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 this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our October 18, 2022 letter.
Amendment No, 1 to Form S-1 Filed November 21, 2022
Prospectus Summary, page S-1
1.We note your disclosure that "[y]our management has concluded that there are no material
uncertainties that give rise to significant doubt over the Company’s ability to continue as a
going concern for at least twelve months from the date of the approval of our annual
audited consolidated financial statements for the year ended December 31, 2021."
However, we also note that your auditor has stated that the funds raised by your outside
investor are "not sufficient to fund [your] operations for the period of twelve months from
the date of approval of the financial statements, which raises substantial doubts as to the
Company’s ability to continue as a going concern" and that you are reliant on the support
of one of your major stockholders securing the necessary funds for you for the foreseeable

 FirstName LastNameShimon Citron
 Comapany NameArtemis Therapeutics, Inc.
 December 2, 2022 Page 2
 FirstName LastNameShimon Citron
Artemis Therapeutics, Inc.
December 2, 2022
Page 2
future. Please revise to disclose your history of net losses, working capital deficit, the
current rate at which you use funds in your operations and the amount of time your
present capital will last at this rate without additional funds. We also note that Mr. Citron
has provided the Company with several loans at an aggregate amount of $233,000 as of
June 30, 2022. Please indicate whether any party, including your officers and directors,
have made any commitments with respect to providing a source of liquidity in the form of
cash advances, loans and/or financial guarantees.
Management's Discussion and Analysis
Results of Operations, page S-22
2.We note that you attributed the increase in revenues during the nine months ended
September 30, 2022 mainly due to the deployment of five new products, marketing and
sales efforts, as well as an increase in sales and repeat customers.  In accordance with Item
303(b)(2)(iii) of Regulation S-K, please further expand your net sales discussion to
disclose the extent to which changes in prices, changes in volume, or the introduction of
new products contributed to fluctuations in net sales.

Liquidity and Capital Resources, page S-25
3.Please address the following regarding your liquidity and capital resources disclosures
throughout the filing:
•In light of your recurring losses, net cash used in operations, and negative working
capital at September 30, 2022, please expand your disclosures on page S-25 to
address the requirements of Item 303(b)(1) of Regulation S-K.  Your disclosures
should clearly disclose your sources of liquidity.  For example, we note the audit
report for the year ended December 31, 2021 indicated that there was an unequivocal
support letter provided by a major stockholder.  It is not clear if that source is still
currently available; and
•On pages S-3 and S-27, you discuss your going concern considerations and appear to
address Manuka Ltd. separately.  Given that you are a combined entity with Manuka
Ltd. being the predecessor entity, please appropriately revise your discussion to
address your considerations regarding the combined entity; and
Material Agreements, page S-37
4.We note your revisions in response to our prior comment 10. Please revise your
statements regarding the aggregate amounts paid to Chic and Waitemata to date to
disclose a quantified dollar amount.
5.We note that you started a collaboration with Super-Pharm to include your products on
their online platform. To the extent that you have entered into a formal agreement or
commitment with Super-Pharm, please disclose the material terms of any such agreement
and file the agreement as an exhibit.

 FirstName LastNameShimon Citron
 Comapany NameArtemis Therapeutics, Inc.
 December 2, 2022 Page 3
 FirstName LastName
Shimon Citron
Artemis Therapeutics, Inc.
December 2, 2022
Page 3
Management, page S-39
6.We note your revisions in response to our prior comment 13 and reissue in part. Please
revise Mr. Citron's biography to identify the public trading company where he served as
Chief Executive Officer and the dates in which he held the role.
Corporate Governance, page S-40
7.We note your revisions in response to our prior comment 14. We also note your disclosure
that Mr. Tabak's total compensation for the 2020 fiscal year was $29,998, but it appears
that only $349 was recorded under the "All Other Compensation" column. Please revise
your chart to disclose the source of Mr. Tabak's other income.
Exhibits
8.We note that the form type of your Filing Fee Table is listed as Form F-1. Please revise
the form type to be Form S-1.
            You may contact Nudrat Salik at 202-551-3692 or Jeanne Baker at 202-551-3691 if you
have questions regarding comments on the financial statements and related matters.  Please
contact Jordan Nimitz at 202-551-5831 or Celeste Murphy at 202-551-3257 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc:       Ron Ben-Bassat, Esq.