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Correspondence 0001493152-24-005756 from Azitra, Inc. (AZTR)

Azitra, Inc.
Date: Feb. 9, 2024 · CIK: 0001701478 · Accession: 0001493152-24-005756

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File numbers found in text: 333-276598

Date
February 9, 2024
Author
THINKEQUITY LLC
Form
CORRESP
Company
Azitra, Inc.

Letter

RE: Azitra, Inc.

February 9, 2024

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

Washington, D.C. 20549

Attention: Cindy Polynice

Registration Statement on Form S-1 (File No. 333-276598)

Request for Acceleration of Effective Date

Requested Date: February 13, 2024

Requested Time: 5:00 p.m. Eastern Time (US)

Ms. Polynice:

In connection with the above-referenced Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as a representative of the several underwriters, hereby join in the request of Azitra, Inc. that the effective date of the Registration Statement be accelerated so that it will be declared effective at 5:00 p.m., Eastern Time (US), on February 13, 2024, or as soon thereafter as practicable.

Pursuant to Rule 460 under the Act, we wish to advise you that the underwriters have distributed as many copies of the preliminary prospectus to underwriters, dealers, institutions, and others as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The undersigned, as representative of the several underwriters, has complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

Very truly yours,
THINKEQUITY LLC

Show Raw Text
CORRESP
1
filename1.htm

February 9, 2024

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

Washington, D.C. 20549

Attention: Cindy Polynice

    RE:
    Azitra, Inc.

    Registration Statement on Form S-1 (File No. 333-276598)

    Request for Acceleration of Effective Date

    Requested Date: February 13, 2024

    Requested Time: 5:00 p.m. Eastern Time (US)

Ms. Polynice:

In connection with the above-referenced
Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as a representative
of the several underwriters, hereby join in the request of Azitra, Inc. that the effective date of the Registration Statement be accelerated
so that it will be declared effective at 5:00 p.m., Eastern Time (US), on February 13, 2024, or as soon thereafter as practicable.

Pursuant to Rule 460 under the
Act, we wish to advise you that the underwriters have distributed as many copies of the preliminary prospectus to underwriters, dealers,
institutions, and others as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The undersigned, as representative
of the several underwriters, has complied and will comply, and we have been informed by the participating underwriters that they have
complied and will comply, with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

    Very truly yours,

    THINKEQUITY LLC

    By:
    /s/ Eric Lord

    Name:
    Eric Lord

    Title:
    Head of Investment Banking