SecProbe.io

June 7, 2013

Via E -mail
Martin P. Rosendale
Chief Executive Officer
Cytomedix, Inc.
209 Perry Parkway, Suite 7
Gaithersburg, MD 20877

Re: Cytomedix, Inc.
Post-effective amendment to Form S -3 on Form S -1
Filed May 20, 2013
 File No.  333-18370 3

Dear Mr. Rosendale:

We have limited our review of your registration statement to those issues we have
addressed in our 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.   Where you do not believe o ur 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 comme nts, we may have additional comments.

Selling Security Holders, page 17

1. Please tell us whether any Cytomedix affiliates sold any securities registered for sale on
this registration statement since March 17, 2013.   If any such sales did occur, please
provide us your analysis of why it was appropriate to use a registration statement Form
for which, according to your “Explanatory Note,” you were not eligible; for guidance, see
the Division of Corporation Finance’s Securities Act Forms Compliance a nd Disclosure
Interpretation 114.04 available on the Commission’s website.

Penny Stock, page 21

2. Please provide us your analysis supporting your conclusion that your stock currently is
penny stoc k.  Address in your analysis Rule 3a51 -1(g).  If your stock i s not currently a
penny stock but you meant to disclose that your stock was and may again be a penny

Martin P. Rosendale
Cytomedix, Inc.
June 7, 2013
Page 2

 stock, please revise your references to penny stock throughout your document  to clarify .
If your stock is a penny stock, please remove  from your filing references to the statutory
safe harbor that is not available to penny stock issuers; we note for example the  second
sentence on page 22.

Financial Statements

3. Please provide us your analysis supporting your conclusions regarding  which  Cytomedix
fiscal years are required to be presented in the financial statements included in this
registration  statement.  Cite all authority  on which you rely.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities  Act of 1933 and
all applicable Securities Act rules require .  Since the company and its management are in
possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Notwithstanding our comments, before we can declare the amended registration
statement effective, the company should provide us with a letter, acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, declare the
filing  effective, it does not foreclose the Commission from taking any action with respect
to the filing;

 the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filing effective, does not relieve the company from it s full responsibility for
the adequacy and accuracy of the disclosure in the filing; and

 the company may not assert staff comments and the declaration of effectiveness as a
defense in any proceeding initiated by the Commission or any person under the fed eral
securities laws of the United States.

Please contact Tom Jo nes at (202) 551 -3602 or me at (202) 551 -3617 with any questions.

 Sincerely,

 /s/ Russell Mancuso

 Russell Mancuso
 Branch Chief

cc (via e -mail): F. Alec Orudjev, Esq.