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Correspondence 0001683168-24-005128 from Phio Pharmaceuticals Corp. (PHIO)

Phio Pharmaceuticals Corp.
Date: July 30, 2024 · CIK: 0001533040 · Accession: 0001683168-24-005128

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File numbers found in text: 333-281052

Date
July 30, 2024
Author
Robert J. Bitterman
Form
CORRESP
Company
Phio Pharmaceuticals Corp.

Letter

VIA EDGAR Office of Life Sciences Division of Corporation Finance Registration Statement on Form S-1 Filed July 26, 2024 File No. 333-281052 Request for Acceleration of Effective Date

Dear Mr. Buchmiller:

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-1 and declare such Registration Statement effective as of 4:00 p.m., Eastern Time, on August 1, 2024, or as soon thereafter as possible.

Please direct any questions or comments concerning this request to Amanda Brown of Hogan Lovells US LLP at (267) 675-4683. Also, please notify Ms. Brown when this request for acceleration has been granted.

Very truly yours,
PHIO PHARMACEUTICALS CORP.

Show Raw Text
CORRESP
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filename1.htm

PHIO PHARMACEUTICALS CORP.

11 Apex Drive, Suite 300A, PMB 2006

Marlborough, MA 01752

July 30, 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: Tim Buchmiller

  Re:
  Phio Pharmaceuticals Corp.

  Registration Statement on Form S-1

Filed
July 26, 2024

  File No. 333-281052

  Request for Acceleration of Effective Date

Dear Mr. Buchmiller:

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-1 and declare such Registration Statement effective as of
4:00 p.m., Eastern Time, on August 1, 2024, or as soon thereafter as possible.

Please direct any questions or comments concerning
this request to Amanda Brown of Hogan Lovells US LLP at (267) 675-4683. Also, please notify Ms. Brown when this request for acceleration
has been granted.

  Very truly yours,

  PHIO PHARMACEUTICALS CORP.

  By: /s/ Robert J. Bitterman

  Name:
  Robert
J. Bitterman

  Title:
  President and Chief Executive
Officer

cc: Amanda Brown, Hogan Lovells US LLP