SecProbe.io

CORRESP
1
filename1.htm

CAN-FITE BIOPHARMA LTD.

10 Bareket Street,

Kiryat Matalon

PO Box 7537

Petach Tikva, 4951778

Israel

June 22, 2015

VIA EDGAR

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attention: Alla Berenshteyn, Bryan J. Pitko and Jeffrey P. Riedler

    Re:
    Can-Fite BioPharma Ltd.

    Registration Statement on Form F-3
    Filed June 8, 2015

    File No. 333-204795

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Can-Fite
BioPharma Ltd. (the “Company”) respectfully requests that the effective date of the registration statement referred
to above be accelerated so that it will become effective at 4:30 p.m., Eastern Time, on June 23, 2015, or as soon thereafter as
possible.

The Company hereby acknowledges
the following:

 · should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant
to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action
with respect to the Registration Statement;

 · the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration
Statement effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure
in the Registration Statement;

and

 · the Company may not assert staff comments and the declaration of effectiveness of this Registration Statement
as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

    CAN-FITE BIOPHARMA LTD.

    By:
    /s/ Motti
    Farbstein

    Name:
    Motti Farbstein

    Title:
    Chief Operating Officer and

Chief Financial Officer Officer