SecProbe.io

Mail Stop 3030

June 2 , 2017

Via E -Mail
Barry F. Cohen
Chief Executive Officer
AVRA Medical Robotics, Inc.
3259 Progress Drive Suite 126
Orlando, FL 32826

Re: AVRA Medical Robotics, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed May 11 , 2017
  File No. 333-216054

Dear Mr. Cohen :

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 stateme nt and the information you
provide in response to these  comments, we may have  additional comments.   Unless  we note
otherwise , our references to prior comments are to comments in our March 13, 2017 letter .

Selling Shareholders, pa ge 20

1. We note your response to our p rior commen t number 11.  A s an affiliate  of yours , it
appears tha t Mr. Cohen may have facilitated a distribution of shares by you without
registration to the refer enced “third parties ” as statutory underwriter.  Provide your
analysis of how sales to the th ird parties was not such a distribution , or provide additional
disclosure explaining  that these sales may not have been conducted in compliance with
Section 5 of the Securiti es Act of 1933.

Barry F. Cohen
AVRA Medical Robotics, Inc.
June 2 , 2017
Page 2

 Financial Statements

Report of Independent Registered Public Accounting Firm, page F -2

2. Please refer to comment 27.   The audit report refers to the audit of the year ended
December 31, 2015 whereas your financial statements are presented for the period from
inception (February  4, 2015) to December 31, 2015.   Please request your auditors to
revise their audit report to refer to this period and not the year ended December 31, 2015.

Note 1.   Organization and Basis of Accounting, page F -7

3. Please refer to comment 28.   We do not se e where your revised disclosure responds to
our comment.   Please tell us about your relationship with AVRA Surgical and tell us
whether the AVRA technology being used by AVRA Medical Robotics was initially
developed by AVRA Surgical.  Also include a chrono logy of the development of the
AVRA technology (the surgical robotic technology being used in your products) and the
entities through which it was developed.

Note 3. Research Collaboration Agreement, page F -10

4. As requested in comment 29, please disclose how you account for research and
development expenses.   Refer to ASC 730 -10-25-1.

You may contact Julie Sherman at (202) 551 -3640 or Kate Tillan, Assistant Chief
Accountant, at (202) 551 -3604 if  you have questions regarding comments on the financial
statements and related matters.  Please contact Laurie Abbott at (202) 551 -8071 or me at
(202)  551-3528 with any other questions.

Sincerely,

 /s/ A manda Ravitz

Amanda Ravitz
Assistant Director
Office of Electroni cs and Machinery

cc: Dale S. Bergman, Esq.
Gutierrez Bergman Boulris, PLLC