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  Norton Rose Fulbright US LLP

  1301 Avenue of the Americas

  New York, NY 10019-6022 United States

  Direct line +1 212-318-3151

  Scott.Saks@nortonrosefulbright.com

  Tel +1 212 318 3000

  Fax +1 212 408 5100

  nortonrosefulbright.com

July
16, 2024

FILED
VIA EDGAR

United
States Securities and Exchange Commission

Division
of Corporation Finance

Office
of Life Sciences

100
F Street, N.E.

Washington,
D.C. 20549

  Attention:
  Tara Harkins

  Eric Atallah

 Re: Aeterna
                                            Zentaris Inc.

    Form
                                            20-F for Fiscal Year Ended December 31, 2023

    File
                                            No. 001-38064

Ladies
and Gentlemen:

On
behalf of Aeterna Zentaris Inc. (the “Company”), we are responding to the comment of the staff (the “Staff”)
of the U.S. Securities and Exchange Commission (the “Commission”) conveyed in the Staff’s Comment Letter, dated
July 5, 2024 (the “Comment Letter”), with respect to the Company’s Annual Report on Form 20-F for Fiscal Year
Ended December 31, 2023 (the “Annual Report”) filed with the Commission by the Company via EDGAR on March 27, 2024.
In connection with this response letter to the Comment Letter (the “Response Letter”), the Company has filed with
the Commission via EDGAR Amendment No. 1 to the Annual Report on Form 20-F/A (the “Amendment”), which has been revised
to reflect the Company’s responses to the Staff comment.

For
ease of review, we have set forth the Staff’s comment below in bold italics type followed by the Company’s response thereto.

Form
20-F for Fiscal Year Ended December 31, 2023

Exhibits

1. We
                                            note that your officers’ Section 906 certifications furnished in Exhibits 13.1 and
                                            13.2 pursuant to Rule 13a-14(b) of the Exchange Act refer to the year ended December 31,
                                            2021 rather than for the year ended December 31, 2023. Please file a full amendment to your
                                            Form 20-F which includes corrected and currently dated Section 906 certifications.

Response:
The Company respectfully acknowledges and has complied with the Staff’s comment by filing the full Amendment which includes corrected
and currently dated Section 906 certifications. See Exhibits 13.1 and 13.2 furnished with the Amendment. The Company has also included
new Section 302 Certifications and accountant consents as required by the rules and regulations of the Commission. See Exhibits 12.1,
12.2, 15.1 and 15.2 filed with the Amendment.

*
* *

    United States Securities and Exchange Commission

July
                                            16, 2024

Page 2

We
hope that the foregoing response and corresponding revisions to Exhibits 13.1 and 13.2 furnished with the full Amendment are responsive
to the Staff’s comments. Please do not hesitate to contact the undersigned, Scott R. Saks, of Norton Rose Fulbright US LLP, counsel
to the Company, at (212) 318-3151 or at scott.saks@nortonrosefulbright.com, or my colleague, Juan Felipe Velasquez, at (713) 651-5637
or at juan.felipe.velasquez@nortonrosefulbright.com, with any questions or comments.

    Very Truly Yours

    /s/ Scott
    R. Saks

    Scott R. Saks

    cc:
    Giuliano
    La Fratta (Aeterna Zentaris Inc.)

    Juan
    Felipe Velasquez (Norton Rose Fulbright US LLP)

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