Correspondence 0001683168-24-004524 from Phio Pharmaceuticals Corp. (PHIO)
Phio Pharmaceuticals Corp.
Date: June 27, 2024 · CIK: 0001533040 · Accession: 0001683168-24-004524
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File numbers found in text: 333-279557
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CORRESP
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PHIO PHARMACEUTICALS CORP.
11 Apex Drive, Suite 300A, PMB 2006
Marlborough, MA 01752
June 27, 2024
VIA EDGAR
Office of Life Sciences
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attn: Tamika Sheppard
Re: Phio Pharmaceuticals Corp.
Registration Statement on Form S-3
Filed May 20, 2024
File No. 333-279557
Request for Acceleration of Effective Date
Dear Ms. Sheppard:
Pursuant to Rule 461 of the General Rules and Regulations
under the Securities Act of 1933, as amended, Phio Pharmaceuticals Corp. hereby requests that the Securities and Exchange Commission accelerate
the effective date of the above-referenced Registration Statement on Form S-3 and declare such Registration Statement effective as of
4:00 p.m., Eastern Time, on July 1, 2024, or as soon thereafter as possible.
Please direct any questions or comments concerning
this request to Brandon Kinnard of Hogan Lovells US LLP at (303) 454-2477. Also, please notify Mr. Kinnard when this request for acceleration
has been granted.
Very truly yours,
PHIO PHARMACEUTICALS CORP.
By:
/s/ Robert J. Bitterman
Name:
Title:
Robert J. Bitterman
President and Chief Financial Officer
cc: Brandon Kinnard, Hogan Lovells US
LLP