SecProbe.io

CORRESP
1
filename1.htm

TNF
Pharmaceuticals, Inc.

855 N. Wolfe Street, Suite 623

Baltimore,
MD

September
30, 2024

VIA
EDGAR

Division
of Corporation Finance

Office of Life Sciences

U.S. Securities and Exchange Commission

Washington, D.C. 20549

Attention: Doris Stacey Gama and Suzanne Hayes

    Re:
    TNF
    Pharmaceuticals, Inc.

                                                         Annual Report on Form 10-K for fiscal year ended December 31, 2023

                                                         Originally filed on April 1, 2024

                                                         File No. 001-36268 (the “Form 10-K”)

Ladies
and Gentlemen:

On
behalf of TNF Pharmaceuticals, Inc. (the “Company”), we hereby transmit the Company’s response to the comment letter
received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”), dated
September 23, 2024, regarding the Form 10-K. For the Staff’s convenience, we have repeated below the Staff’s comment in bold,
and have followed the comment with the Company’s response.

Form
10-K

Item
1C. Cybersecurity, page 57

  1.
  We note your disclosure that both your executive management
team and your board of directors are responsible for oversight of risks from cybersecurity threats. Please confirm that in future filings
you will expand upon the executive management team’s and the board of directors’ areas of responsibility to describe their
respective processes in sufficient detail for a reasonable investor to understand as required by Item 106(b)(1) of Regulation S-K.

The
Company acknowledges the Staff’s comment and confirms that in future filings the Company will expand upon the Company’s executive
management team’s and the board of directors’ areas of responsibility with respect to oversight of cybersecurity threats
and will describe their respective processes in sufficient detail for a reasonable investor to understand as required by Item 106(b)(1)
of Regulation S-K.

  2.
  We note that leaders from your executive management team
oversee cybersecurity risk management. Please confirm that in future filings you will identify which management positions or teams are
responsible for assessing and managing material risks from cybersecurity threats, and provide the relevant detail of all such persons
or members in such detail as is necessary to fully describe the nature of the expertise as required by Item 106(c)(2)(i) of Regulation
S-K.

The
Company acknowledges the Staff’s comment and confirms that in future filings the Company will identify the management positions
or teams that are responsible for assessing and managing material risks from cybersecurity threats, and will provide the relevant detail
of all such persons or members in such detail as is necessary to fully describe the nature of the expertise as required by Item 106(c)(2)(i)
of Regulation S-K.

We
thank the Staff for its review of the foregoing. Should any member of the staff of the Commission have any questions or comments with
respect to this request, please contact our counsel, Haynes and Boone, LLP, attention: Rick Werner, Esq. at (212) 659-4974.

    Very
    truly yours,

    TNF
    Pharmaceuticals, Inc.

    By:
    /s/
    Mitchell Glass

    Mitchell
    Glass

    President
    and Chief Medical Officer

  cc:
  Rick Werner, Esq., Haynes and Boone, LLP