Correspondence 0001213900-23-005324 from NeuroSense Therapeutics Ltd. (NRSN, NRSNW) (CIK 0001875091) (NRSN)
NeuroSense Therapeutics Ltd. (NRSN, NRSNW) (CIK 0001875091)
Date: Jan. 26, 2023 · CIK: 0001875091 · Accession: 0001213900-23-005324
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File numbers found in text: 333-269306
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CORRESP
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NeuroSense Therapeutics
Ltd.
11 Ha-Menofim Street,
Building B
Herzliya 4672562 Israel
January
26, 2023
Via EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3561
Attn: Alan Campbell
Re:
NeuroSense Therapeutics
Ltd.
Registration Statement on Form
F-3
Filed January 19, 2023
File No. 333-269306
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities
Act of 1933, as amended (the “Securities Act”), NeuroSense Therapeutics Ltd. (the “Company”) hereby respectfully
requests that the effective date of the above-referenced Registration Statement on Form F-3 (the “Registration Statement”)
be accelerated by the Securities and Exchange Commission so that the Registration Statement will be declared effective under the Securities
Act at 4:00 p.m. Eastern Time on January 30, 2023, or as soon thereafter as is practicable, or such other time as the Company or its
counsel, Covington & Burling LLP, may request by telephone that such Registration Statement be declared effective.
We respectfully request that we be notified
of such effectiveness by a telephone call to Sarah C. Griffiths of Covington & Burling LLP at (212) 841-1013 and that such effectiveness
also be confirmed in writing.
Respectfully,
NeuroSense Therapeutics Ltd.
By:
/s/ Alon Ben-Noon
Name:
Alon Ben-Noon
Title:
Chief Executive Officer and Director
cc: Sarah C. Griffiths, Covington &
Burling LLP