SecProbe.io

CORRESP
1
filename1.htm

May
30, 2023

VIA
EDGAR

U.S.
Securities and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Attn:
    Cindy Polynice,
    Esq. and Joe McCann, Esq.

    Re:
    Azitra Inc

    Registration
    Statement on Form S-1

    File No. 333-269876

    Acceleration Request

    Requested Date:
    Wednesday, May 31,
    2023

    Requested Time:
    5:15 p.m., Eastern
    Daylight Time

Ladies
and Gentlemen:

In
accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant, Azitra Inc (the “Registrant”),
hereby requests that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause
the Registration Statement on Form S-1 (File No. 333-269876) (the “Registration Statement”) to become effective
on May 31, 2023 at 5:15 p.m., Eastern Daylight Time, or as soon as practicable thereafter, or at such later time as the Registrant may
orally request via telephone call to the staff of the Commission (the “Staff”). The Registrant hereby authorizes
Daniel Donahue of Greenberg Traurig, LLP, counsel to the Registrant, to make such request on its behalf.

Once
the Registration Statement has been declared effective, please orally confirm that event with Daniel Donahue of Greenberg Traurig, LLP,
counsel to the Registrant, at (949) 732-6557.

In
connection with this request, the Registrant acknowledges that:

    ●
    should 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 Registrant
    from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

    ●
    the Registrant may not
    assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person
    under the federal securities laws of the United States.

    Very truly yours,

    AZITRA INC

    By:
    /s/
    Francisco D. Salva

    Francisco D. Salva,

    Chief Executive Officer

    cc:
    Daniel Donahue, Greenberg
    Traurig, LLP

    Arif Soto, Venable LLP