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CORRESP
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    919 Third Avenue

    New York, NY 10022

    212 935 3000

    mintz.com

February 13, 2025

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:
    Jessica Dickerson

    Joshua Gorsky

    Re:
    Cara Therapeutics, Inc.

    Amendment No. 1 to Registration Statement on Form S-4

    Filed January 27, 2025

    File No. 333-283900

Ladies and Gentlemen:

This letter sets forth the
response of Cara Therapeutics, Inc. (the “Company”) to the comments of the staff of the Division of Corporate
Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
set forth in your letter dated February 11, 2025, with respect to the above referenced Amendment No. 1 to the Registration Statement
on Form S-4.

Concurrently with the submission
of this letter, the Company is filing Amendment No. 2 to the Registration Statement on Form S-4 (the “Second Amended
Registration Statement”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto
in the Second Amended Registration Statement.

Set forth below is the Company’s response
to the Staff’s comments. For the Staff’s convenience, we have incorporated your comments into this response letter in italics.

Boston    Los
Angeles    MIAMI    New York    San Diego    San Francisco    toronto    Washington

Mintz,
Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

MINTZ

    February 13, 2025

    Page 2

Amendment No. 1 to Registration Statement on Form S-4

Prospectus Summary

The Companies

Cara Therapeutics, Inc., page 9

 1. We note your response to prior comment 8 regarding the deficiency letters you received from Nasdaq.
We further note your statements that (i) the parties intend to satisfy each of the applicable Nasdaq listing criteria upon completion
of the proposed Merger such that the combined company will remain listed on the Nasdaq Capital Market and (ii) there can be no assurance
that you will be able to regain compliance with the minimum stockholders’ equity requirement within the applicable extension period.
Please disclose whether you intend to complete the Merger in the event you do not timely regain compliance with the requirement.

Response: The Company respectfully acknowledges the
Staff’s comment and has revised the disclosure on page 11 of the Second Amended Registration Statement to clarify that the
continued listing of the shares of the Company’s common stock is a condition to closing that is subject to waiver by the Board of
Directors (“Tvardi Board”) of Tvardi Therapeutics, Inc. (“Tvardi”), and that
if the Company is unable to timely regain compliance with the requirement, it is unknown whether the Tvardi Board will grant a waiver
of this condition until such a time (if ever) that such a determination by the Tvardi Board becomes necessary.

Support Agreements, page 17

 2. We note your response to prior comment 7. Similar to your revised disclosure on page 135, please
further revise your disclosure on page 17 to clarify that your officers and directors, and their affiliated funds, who collectively
own approximately 1% of your “outstanding” common stock entered into the support agreements.

Response: The Company respectfully acknowledges the
Staff’s comment and has revised the disclosure on page 18 of the Second Amended Registration Statement to clarify that the
above referenced percentage reflects the Company’s “outstanding shares of common stock.”

MINTZ

    February 13, 2025

    Page 3

Opinion of Cara’s Financial Advisor, page 149

 3. We note your response to prior comment 12. To help us further evaluate your response, please tell us
whether the omitted financial projections were used or relied upon by your financial advisor in considering the fairness determination.

Response: The Company respectfully acknowledges the
Staff’s comment. As noted in the Company’s response, dated January 24, 2025, to the Staff, certain balance sheet data with
respect to the cash and debt positions of Tvardi as of November 30, 2024 and quarterly financial forecasts relating to the business,
earnings, cash flows, and prospects of Tvardi from December 31, 2024 through December 31, 2026 (the “Tvardi Financial Forecasts”)
were prepared and provided by Tvardi’s management in connection with the Merger at the request of the Company to confirm Tvardi’s
then-expected future cash flows for diligence purposes. The Tvardi Financial Forecasts were then furnished to Piper Sandler & Co.
(“Piper Sandler”) as background information. As noted in the proxy statement/prospectus, Piper Sandler reviewed
and analyzed, among other things, the Tvardi Financial Forecasts. However, given the limited time periods for which they were available,
and given the limited information contained therein, Piper Sandler did not, and in fact was unable to, perform a discounted cash flow
analysis using the Tvardi Financial Forecasts.

The Company respectfully advises the Staff that the purpose of a cash forecast (such as the Tvardi Financial Forecasts) is to estimate
future cash flows, which are then used as a primary input for a discounted cash flow analysis. The Company further respectfully advises
the Staff that such cash forecasts generally are included in a proxy statement/prospectus where such forecasts are used to generate a
discounted cash flow analysis because, in those cases, the valuation analysis underlying the fairness opinion relies on, among other analyses,
a discounted cash flow analysis.

Absent the performance of a discounted cash flow analysis, the disclosure of the Tvardi Financial Forecasts is not otherwise necessary
to provide a fair summary of the financial analyses underlying the Piper Sandler Opinion.

 4. We note your response to prior comment 13, and we reissue the comment in part. Please further revise
your disclosure to identify which party had the relationship with Piper Sandler in connection with the previously proposed financing and
clarify the nature of such relationship.

Response: The Company respectfully acknowledges the
Staff’s comment and has revised the disclosure on page 174 of the Second Amended Registration Statement to clarify the parties’
relationship with Piper Sandler and the nature of such relationship.

Golden Parachute Compensation, page 164

 5. In note 1 to the first table on page 165, please clarify what you mean by a lump sum of Mr. Posner’s
target bonus for 2024 “and” 2025. For example, clarify whether Mr. Posner would receive 1.5 times his target bonus for
each of the two years and, if so, how such payment is consistent with your disclosure on page 341.

Response: The Company respectfully acknowledges the
Staff’s comment and has revised the disclosure on page 181 of the Second Amended Registration Statement to clarify that Mr. Posner
would receive a lump sum equal to 100% of his target bonus for 2024 and 150% of his target bonus for 2025.

Investor Agreements, page 358

 6. We note your response to prior comment 19, specifically that Tvardi will enter into a registration
rights agreement with certain founders, directors and affiliates of Tvardi. Please identify which founders, directors and affiliates will
be party to the registration rights agreement, disclose the number of shares to be covered by the agreement, and clarify whether such
shares are also covered by the lock-up agreement.

Response: The Company respectfully acknowledges the
Staff’s comment and has revised the disclosure on page 388 of the Second Amended Registration Statement to clarify which parties
will be subject to the registration rights agreement, to disclose the number of shares to be covered by the registration rights agreement
and to clarify that such shares are subject to the terms of the lock-up agreements.

MINTZ

    February 13, 2025

    Page 4

Unaudited Pro Forma Condensed Combined Financial Statements, page 382

 7. Please address the following regarding your response to prior comment 21, including your revisions
on pages 23-24:

 · You disclose on pages 23-24 that your assessment is based on “Cara’s discontinuation
of its research and development activities, Asset Disposition, and settlement of its other remaining operating assets and liabilities,
immediately prior to Closing, Cara’s pre-combination assets are expected to primarily be cash, cash equivalents, and marketable
securities.” Revise to confirm the extent to which you believe that Cara will have no or nominal operations after the completion
of the events listed here.

 · Please similarly revise your pro forma Note 4 on page 390.

Response:
The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on pages 25 and 423 of the Second
Amended Registration Statement to clarify that following the discontinuation of its research and development activities, Asset Disposition,
and settlement of its other remaining operating assets and liabilities on the closing date the Company is expected to have nominal operations
and nominal pre-combination assets.

*****

    Sincerely,

    /s/ Daniel A. Bagliebter

    Daniel A. Bagliebter

    Cc:
    Jeffrey P. Schultz, Esq., Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

    Christopher
    Posner, Cara Therapeutics, Inc.

    Scott
    Terrillion, Cara Therapeutics, Inc.

    Imran
    Alibhai, Tvardi Therapeutics, Inc.

    Rama
    Padmanabhan,  Esq., Cooley LLP