Correspondence 0001493152-24-014140 from Calidi Biotherapeutics, Inc. (CLDI)
Calidi Biotherapeutics, Inc.
Date: April 10, 2024 · CIK: 0001855485 · Accession: 0001493152-24-014140
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File numbers found in text: 333-276741
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CORRESP
1
filename1.htm
4475
Executive Drive, Suite 200,
San
Diego, California 92121
April
10, 2024
VIA
EDGAR
Securities
and Exchange Commission
Division
of Corporation Finance
100
F Street, N.E.
Washington,
D.C. 20549
Attention:
Tyler Howes
Re:
Calidi
Biotherapeutics, Inc.
Registration
Statement on Form S-1 (File No. 333-276741)
Request
for Acceleration
Requested
Date: April 11, 2024
Requested
Time: 5:30 p.m. Eastern Time
Ladies
and Gentlemen:
In
accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), the undersigned hereby respectfully requests
that the effective date of its Registration Statement on Form S-1, as amended, (File No. 333-276741) be accelerated so that the same
will become effective at 5:30 p.m., Eastern Time, on April 11, 2024, or as soon thereafter as is practicable. In making this acceleration
request, the undersigned acknowledges that it is aware of its responsibilities under the Act.
If
you have any questions regarding this request, please contact our counsel Daniel B. Eng of Lewis Brisbois Bisgaard & Smith LLP at
(415) 262-8508.
Very
Truly Yours,
Calidi
Biotherapeutics, Inc.
By:
/s/
Andrew Jackson
Name:
Andrew
Jackson
Title:
Chief
Financial Officer