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CORRESP Filing

Phio Pharmaceuticals Corp.
Date: Dec. 1, 2025 · CIK: 0001533040 · Accession: 0001683168-25-008768

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File numbers found in text: 333-291667

Date
December 1, 2025
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-3 Filed November 20, 2025 File No. 333-291667 Request for Acceleration of Effective Date

Dear Mr. Campbell:

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 December 3, 2025, or as soon thereafter as possible.

Please direct any questions or comments concerning this request to Lisa Carson of Phio Pharmaceuticals Corp. at (610) 310-1726. Also, please notify Ms. Carson 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.

 411 Swedeland Road, Suite 23-1080

 King of Prussia, PA 19406

 December 1, 2025

 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: Alan Campbell

 Re: Phio Pharmaceuticals Corp.

 Registration Statement on Form S-3

 Filed November 20, 2025

 File No. 333-291667

 Request for Acceleration of Effective Date

 Dear Mr. Campbell:

 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 December 3, 2025, or as soon thereafter as possible.

 Please direct any questions
or comments concerning this request to Lisa Carson of Phio Pharmaceuticals Corp. at (610) 310-1726. Also, please notify Ms. Carson 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: Lisa Carson, Phio Pharmaceuticals
Corp.