SecProbe.io

CORRESP
1
filename1.htm

June
13, 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:
    Thursday,
    June 15, 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 June 15, 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