Correspondence 0001493152-25-005084 from Calidi Biotherapeutics, Inc. (CLDI)
Calidi Biotherapeutics, Inc.
Date: Feb. 6, 2025 · CIK: 0001855485 · Accession: 0001493152-25-005084
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File numbers found in text: 333-284229
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CORRESP
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Calidi
Biotherapeutics, Inc.
4475
Executive Drive, Suite 200
San
Diego, CA 92121
(858)
794-9600
February
5, 2025
VIA
EDGAR
Securities
and Exchange Commission
Division
of Corporation Finance
100
F Street N.E.
Washington,
D.C. 20549
Re:
Calidi Biotherapeutics, Inc.
Registration
Statement on Form S-3
File
No. 333-284229
Ladies
and Gentlemen:
Pursuant
to Rule 461 promulgated under the Securities Act, the undersigned respectfully requests that the effective date for the Registration
Statement referred to above be accelerated so that it will be declared effective at 5:00 p.m., Eastern Time on Friday, February 7, 2025,
or as soon thereafter as practicable.
Please
contact Jay K. Yamamoto, Esq. of Sichenzia Ross Ference Carmel LLP at (646) 810-0604, as soon as the Registration Statement has been
declared effective, or if you have any other questions or concerns regarding this matter.
Very
truly yours,
CALIDI
BIOTHERAPEUTICS, INC.
By:
/s/
Andrew Jackson
Andrew
Jackson
Chief
Financial Officer