SecProbe.io

June 26, 2018
Phillip Schwartz
Chief Executive Officer
Entera Bio Ltd.
Kiryat Hadassah
Minrav Building - Fifth Floor
Jerusalem 9112002
Israel
Re:Entera Bio Ltd.
Amendment No. 6 to Registration Statement on Form F-1
Filed June 25, 2018
File No. 333-221472
Dear Dr. Schwartz:
            We have reviewed your amended registration statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Amended Registration Statement on Form F-1 filed June 25, 2018
Exhibits
1.Please have counsel revise Exhibit 5.2 to delete the assumption in the last paragraph on
page 1 that the warrants have been duly authorized, executed and delivered by the
company insofar as Israeli law is concerned and the assumptions in the first paragraph on
page 2 with respect to the company.  It is inappropriate to assume that the company has
been duly incorporated and is validly existing under the laws of the jurisdiction of its
organization and that it has taken the required steps to authorize entering into the

 FirstName LastNamePhillip Schwartz
 Comapany NameEntera Bio Ltd.
 June 26, 2018 Page 2
 FirstName LastName
Phillip Schwartz
Entera Bio Ltd.
June 26, 2018
Page 2
obligation under the law of the jurisdiction of organization.  In addition, it is inappropriate
for counsel to assume items (a) through (d) with respect to the company.  As counsel did
not specifically opine on these matters, the "provided" clause does not appear to have any
effect.  Alternatively, tell us why these assumptions are necessary and appropriate.  Refer
to Section II.B.1.e of Staff Legal Bulletin No. 19 for guidance.
            You may contact Franklin Wyman at 202-551-3660 or Mark Brunhofer at 202-551-3638
if you have questions regarding comments on the financial statements and related matters. Please
contact Ada D. Sarmento at 202-551-3798 or Mary Beth Breslin at 202-551- 3625 with any
otherquestions.
Division of Corporation Finance
Office of Healthcare & Insurance
cc:       Sophia Hudson, Esq.