SecProbe.io

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 VIA EDGAR

 December 1, 2025

 United States Securities and Exchange Commission

 Division of Corporation Finance

 Office of Life Sciences

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention: Daniel Crawford

 Re: Entrada Therapeutics, Inc.

 Acceleration Request for Registration Statement on
 Form S-3

 Filed November 6, 2025

 File No. 333-291306

 Ladies and Gentlemen:

 Pursuant to
Rule 461 under the Securities Act of 1933, as amended (the " Act "), Entrada Therapeutics, Inc. (the " Company ")
hereby requests that the effective date of the above- referenced registration statement (the " Registration Statement ")
be accelerated to December 3, 2025, at 4:01 pm Eastern Time, or as soon thereafter as practicable, unless we or our outside counsel,
Goodwin Procter LLP, request by telephone that such Registration Statement be declared effective at some other time. In making this acceleration
request, the Company acknowledges that it is aware of its responsibilities under the Act.

 Once the Registration
Statement is effective, please orally confirm the event with our outside counsel, Goodwin Procter LLP, by calling Sarah Ashfaq at (212)
459-7238. If you have any questions regarding this request, please contact Sarah Ashfaq of Goodwin Procter LLP at (212) 459-7238.

 Sincerely,

 Entrada Therapeutics, Inc.

 /s/ Kory Wentworth

 Kory Wentworth

 Chief Financial Officer

 cc:
 Dipal Doshi, Entrada Therapeutics, Inc.

 Jared Cohen, Entrada Therapeutics, Inc.

 Kingsley L. Taft, Esq., Goodwin Procter LLP

 Sarah Ashfaq, Esq., Goodwin Procter LLP

United States securities and exchange commission logo
December 20, 2023
Kory Wentworth
Chief Financial Officer
Entrada Therapeutics, Inc.
One Design Center Place
Suite 17-500
Boston, MA 02210
Re:Entrada Therapeutics, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed March 6, 2023
File No. 001-40969
Dear Kory Wentworth:
            We have completed our review of your filing. We remind you that the company and its
management are responsible for the accuracy and adequacy of their disclosures, notwithstanding
any review, comments, action or absence of action by the staff.
Sincerely,
Division of Corporation Finance
Office of Life Sciences

CORRESP
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VIA
EDGAR

December 6, 2023

Ms. Mary Mast

Ms. Angela Connell

Division of Corporation Finance

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re: Entrada Therapeutics, Inc.

Form 10-K for the Fiscal Year
Ended December 31, 2022

Filed March 6, 2023

Form 10-Q for the Six Months
Ended June 30, 2023

Filed August 8, 2023

File No. 001-40969

Dear Ms. Mast and Ms. Connell:

On behalf of Entrada Therapeutics, Inc. (“we” or the
 “Company”),  we submit for filing, via direct transmission to the EDGAR system of the U.S. Securities and Exchange Commission
(the “Commission”), this response to the comments received from the staff (the “Staff”) of the Commission by letter
dated November 21, 2023 relating to the Company’s Form 10-K for the fiscal year ended December 31, 2022 and
the Company’s Form 10-Q for the quarterly period ended June 30, 2023.

We have reproduced below in bold the Staff’s comment and the
Company’s response following such comment.

Correspondence filed November 13, 2023

Form 10-Q for the Quarterly Period ended June 30, 2023

Notes to Condensed Consolidated Financial Statements (Unaudited)

13. Collaboration and License Agreements, page 23

 1. You state that you adopted Accounting Standards Update 2022-03 on January 1, 2023 and that you considered the guidance provided
by ASC 820-10-35-16D and 820-10-55-51 and 820-10-52 (Case A). Please tell us if the discount for lack of marketability was based solely
on the fact that the shares issued were unregistered or whether it contemplated the lock-up agreement restriction in paragraph 10.2 of
the Stock Purchase Agreement. If the lock-up provision was considered in estimating the discount for lack of marketability, explain how
you determined this was appropriate considering the guidance in ASC 820- 10-55-52A. In addition, please tell us why additional disclosure
pursuant to ASC 820-10- 50-6B is not required.

Response:
The Company acknowledges the Staff’s comment and respectfully advises the Staff of the following:

The Company respectfully advises the Staff that, in accordance with
ASC 820-10-35-6B and ASC 820-10-35-36B, the discount for lack of marketability (“DLOM”) does not include any adjustment for
the contractual lock-up restrictions. However, pursuant to 820-10-55-52 (Case A), the DLOM reflects the unregistered nature of the shares
and related restrictions under the Securities Act of 1933, as amended, prohibiting the resale of the shares other than pursuant to an
effective registration statement thereunder (which has not been filed) or an exemption from registration therefrom, which would require
either a minimum holding period, subjecting the holder of the shares to market risk, or sales to a limited array of potential purchasers
such as offshore investors pursuant to Regulation S, resulting in a less liquid market for such shares.

The Company acknowledges the Staff’s comment with respect to
the disclosure required by ASC 820-10-50-6B and respectfully advises the Staff that it believes such disclosure requirement is not applicable
to the Company. The Company is the issuer, not the holder, of the equity securities in question and believes that ASC 820-10-50-6B is
intended to provide disclosure as it pertains to the liquidity risks associated with investments in equity securities held by a registrant,
subject to contractual sale restrictions. As the issuer of the equity securities, the Company is not exposed to such liquidity risks that
would influence the users of the financial statements.

The Company undertakes to expand its disclosure in future filings to
clarify that the DLOM was applied solely due to the shares being unregistered and therefore subject to restrictions on resale.

If you have any questions about this response, please contact the undersigned
through email on file or at (857) 520-9158.

Sincerely,

Entrada Therapeutics, Inc.

    By:
    /s/ Kory Wentworth

    Name:
    Kory Wentworth

    Title:
    Chief Financial Officer

United States securities and exchange commission logo
November 21, 2023
Kory Wentworth
Chief Financial Officer
Entrada Therapeutics, Inc.
One Design Center Place
Suite 17-500
Boston, MA 02210
Re:Entrada Therapeutics, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed March 6, 2023
Form 10-Q for the Six Months Ended June 30, 2023
Filed August 8, 2023
File No. 001-40969
Dear Kory Wentworth:
            We have reviewed your November 13, 2023 response to our comment letter and have the
following comment.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe
the comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments. Unless
we note otherwise, any references to prior comments are to comments in our November 1,
2023 letter.
Correspondence filed November 13, 2023
Form 10-Q for the Quarterly Period ended June 30, 2023
Notes to Condensed Consolidated Financial Statements (Unaudited)
13. Collaboration and License Agreements, page 23
1.You state that you adopted Accounting Standards Update 2022-03 on January 1, 2023 and
that you considered the guidance provided by ASC 820-10-35-16D and 820-10-55-51 and
820-10-52 (Case A).  Please tell us if the discount for lack of marketability was based
solely on the fact that the shares issued were unregistered or whether it contemplated the
lock-up agreement restriction in paragraph 10.2 of the Stock Purchase Agreement. If the
lock-up provision was considered in estimating the discount for lack of marketability,

 FirstName LastNameKory Wentworth
 Comapany NameEntrada Therapeutics, Inc.
 November 21, 2023 Page 2
 FirstName LastName
Kory Wentworth
Entrada Therapeutics, Inc.
November 21, 2023
Page 2
explain how you determined this was appropriate considering the guidance in ASC 820-
10-55-52A.  In addition, please tell us why additional disclosure pursuant to ASC 820-10-
50-6B is not required.
            Please contact Mary Mast at 202-551-3613 or Angela Connell at 202-551-3426 if you
have questions regarding comments on the financial statements and related matters.
Sincerely,
Division of Corporation Finance
Office of Life Sciences

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VIA
EDGAR

November 13, 2023

Ms. Mary Mast

Ms. Angela Connell

Division of Corporation Finance

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re: Entrada Therapeutics, Inc.

Form 10-K for the Fiscal Year
Ended December 31, 2022

Filed March 6, 2023

Form 10-Q for the Six Months
Ended June 30, 2023

Filed August 8, 2023

File No. 001-40969

Dear Ms. Mast and Ms. Connell:

On behalf of Entrada Therapeutics, Inc. (“we” or the
“Company”),  we submit for filing, via direct transmission to the EDGAR system of the U.S. Securities and Exchange Commission
(the “Commission”), this response to the comments received from the staff (the “Staff”) of the Commission by letter
dated November 1, 2023 relating to the Company’s Form 10-K for the fiscal year ended December 31, 2022 and
the Company’s Form 10-Q for the quarterly period ended June 30, 2023.

We have reproduced below in bold the Staff’s comment and the
Company’s response following such comment.

Form 10-Q for the Quarterly Period ended June 30, 2023

Notes to Condensed Consolidated Financial Statements (Unaudited)

13. Collaboration and License Agreements, page 23

 1. You disclose that simultaneously with the Vertex Agreement,
you entered into a Stock Purchase Agreement whereby Vertex purchased 1,618,613 shares of your common stock for $26.3 million (or $16.26
per share). You also disclose that $6.9 million of this amount was considered a share premium and included in the total transaction price.
Please provide us with your calculation of the share premium, including the quoted share price on the closing date as well as the discount
for lack of marketability assumed. Please further explain the reason for including a discount for lack of marketability in your fair value
calculation given that the shares are publicly traded. Finally, tell us your consideration of filing the Vertex Agreement
and related Stock Purchase Agreement as exhibits.

Response:
The Company acknowledges the Staff’s comment and respectfully advises the Staff of the following:

We considered the guidance in ASC 606-10-15-4(a) when evaluating
how to account for the issuance of 1,618,613 shares of the Company’s common stock to Vertex pursuant to the Stock Purchase Agreement
that was entered into in connection with the Vertex Agreement, which we accounted for as a combined contract consistent with ASC 606-10-25-9.
Accordingly, we concluded that the fair value of the shares issued to Vertex pursuant to the Stock Purchase Agreement are excluded from
the transaction price. Therefore, the difference between the contractual price paid for the shares and the fair value of the shares, on
the closing date, is reflected as a premium and included in the transaction price.

The Company adopted Accounting Standards Update No. 2022-03, Fair
Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions effective January 1,
2023. To determine the fair value of the shares issued to Vertex, we considered the guidance provided by ASC 820-10-35-16D, as well as
the illustrations provided by ASC 820-10-55-51 and ASC 820-10-55-52 (Case A), as amended by ASU 2022-03. The shares issued to Vertex in
the private placement transaction pursuant to the Stock Purchase Agreement were unregistered and therefore restricted securities. Restricted
securities can generally be purchased at prices substantially below those of identical but freely marketable securities due to the very
real risk of market decline inherent in holding restricted securities as well as the required holding period for unregistered equity in
a publicly traded company’s stock. As a result, we concluded that the measurement of the fair value of the unregistered shares issued
to Vertex should be the closing price of the Company’s common stock on February 8, 2023, the closing or issuance date, adjusted
to reflect a discount for lack of marketability (“DLOM”) due to the shares issued to Vertex being unregistered.

The closing price of our common stock, as reported on The Nasdaq Stock
Market, on February 8, 2023 was $15.41 per share. We engaged a third-party valuation firm to assist in determining the DLOM. In accordance
with ASC 820-10-55-52, we considered factors that contribute to the DLOM as a result of the shares being unregistered. Based on this analysis,
we applied a 22% DLOM to the closing price of the Company’s common stock on February 8, 2023. Following the application of
the DLOM, as of February 8, 2023, the estimated fair value of the shares issued to Vertex was $12.02 per share. This was $4.24 per
share lower than the $16.26 per share that Vertex paid. The difference of $4.24 per share, multiplied by the number of shares issued or
1,618,613, resulted in a $6.9 million share premium as of the closing date.

The Company undertakes to expand its disclosure in subsequent filings
to clarify that the $6.9 million share premium is due to the difference between the price paid by Vertex and the fair value of the Company’s
common stock on the closing date with a DLOM applied due to the shares being unregistered.

Finally,
we considered the Vertex Agreement and related Stock Purchase Agreement and filed each, as Exhibit 10.16 in our Annual Report
on Form 10-K filed with the Commission on March 6, 2023 and Exhibit 10.1 in our Current Report on Form 8-K filed with
the Commission on December 9, 2022, respectively.

If you have any questions about this response, please contact the undersigned
through email on file or at (857) 520-9158.

Sincerely,

    Entrada Therapeutics, Inc.

    By:
    /s/ Kory Wentworth

    Name: Kory Wentworth

    Title: Chief Financial Officer

United States securities and exchange commission logo
November 1, 2023
Kory Wentworth
Chief Financial Officer
Entrada Therapeutics, Inc.
One Design Center Place
Suite 17-500
Boston, MA 02210
Re:Entrada Therapeutics, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed March 6, 2023
Form 10-Q for the Six Months Ended June 30, 2023
Filed August 8, 2023
File No. 001-40969
Dear Kory Wentworth:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comment.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe
the comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments.
Form 10-Q for the Quarterly Period ended June 30, 2023
Notes to Condensed Consolidated Financial Statements (Unaudited)
13. Collaboration and License Agreements, page 23
1.You disclose that simultaneously with the Vertex Agreement, you entered into a Stock
Purchase Agreement whereby Vertex purchased 1,618,613 shares of your common stock
for $26.3 million (or $16.26 per share).  You also disclose that $6.9 million of this amount
was considered a share premium and included in the total transaction price.  Please
provide us with your calculation of the share premium, including the quoted share price on
the closing date as well as the discount for lack of marketability assumed.  Please further
explain the reason for including a discount for lack of marketability in your fair value
calculation given that the shares are publicly traded.  Finally, tell us your consideration of
filing the Vertex Agreement and related Stock Purchase Agreement as exhibits.

 FirstName LastNameKory Wentworth
 Comapany NameEntrada Therapeutics, Inc.
 November 1, 2023 Page 2
 FirstName LastName
Kory Wentworth
Entrada Therapeutics, Inc.
November 1, 2023
Page 2
            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            Please contact Mary Mast at 202-551-3613 or Angela Connell at 202-551-3426 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences

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VIA EDGAR

November 4, 2022

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Christine Westbrook

    Re:
    Entrada Therapeutics, Inc.

    Acceleration Request for Registration Statement on Form S-3

    File No. 333-268099

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the
 “Act”), Entrada Therapeutics, Inc. (the “Company”) hereby requests that the effective date of the
above-referenced registration statement (the “Registration Statement”) be accelerated to November 7, 2022, at 4:01
pm Eastern Time, or as soon thereafter as practicable, unless we or our outside counsel, Goodwin Procter LLP, request by telephone that
such Registration Statement be declared effective at some other time. In making this acceleration request, the Company acknowledges that
it is aware of its responsibilities under the Act.

Once the Registration Statement is effective, please orally confirm the event with our counsel, Goodwin Procter LLP by calling Sarah Ashfaq
at (212) 459-7238.

If you have any questions regarding this request, please contact Sarah
Ashfaq of Goodwin Procter LLP at (212) 459-7238.

    Sincerely,

    ENTRADA THERAPEUTICS, INC.

    /s/ Dipal Doshi

    Name: Dipal Doshi

    Title: President and Chief Executive Officer

    cc:    Jared Cohen,
    Entrada Therapeutics, Inc.

    Kingsley L. Taft, Goodwin Procter LLP

    Sarah Ashfaq, Goodwin Procter LLP

United States securities and exchange commission logo
November 3, 2022
Dipal Doshi
Chief Executive Officer
Entrada Therapeutics, Inc.
6 Tide Street
Boston, MA 02210
Re:Entrada Therapeutics, Inc.
Registration Statement on Form S-3
Filed November 1, 2022
File No. 333-268099
Dear Dipal Doshi:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Christine Westbrook at 202-551-5019 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Sarah Ashfaq, Esq.

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VIA EDGAR

October 26, 2021

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, N.E.

Washington, D.C. 20549

Attention: Margaret Schwartz, Celeste Murphy, Al Pavot and Jeanne Bennett

 Re: Entrada Therapeutics, Inc.

Acceleration Request for Registration Statement on Form S-1

File No. 333-260160

Dear Ladies and Gentlemen,

Pursuant to Rule 461 under the Securities Act of
1933, as amended (the “Act”), Entrada Therapeutics, Inc. (the “Company”) hereby requests that the
effective date of the above-referenced registration statement (the “Registration Statement”) be accelerated to October
28, 2021, at 4:00 p.m., Eastern Time, or as soon thereafter as practicable, unless we or our outside counsel, Goodwin Procter LLP, request
by telephone that such Registration Statement be declared effective at some other time. In making this acceleration request, the Company
acknowledges that it is aware of its responsibilities under the Act.

Once the Registration Statement is effective, please
orally confirm the event with our counsel, Goodwin Procter LLP by calling Sarah Ashfaq at (212) 459-7238. We also respectfully request
that a copy of the written order from the Securities and Exchange Commission (the “Commission”) verifying the effective
time and date of the Registration Statement be sent to our counsel, Goodwin Procter LLP, Attention: Sarah Ashfaq, by facsimile to (212)
937-3719.

If you have any questions regarding this request,
please contact Sarah Ashfaq of Goodwin Procter LLP at (212) 459-7238.

    Sincerely,

    ENTRADA THERAPEUTICS, INC.

    /s/ Dipal Doshi

    Dipal Doshi

    President and Chief Executive Officer

cc:

  Arthur McGivern, Goodwin Procter LLP

  Sarah Ashfaq, Goodwin Procter LLP

  Tara Fisher, Ropes & Gray LLP

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October 26, 2021

VIA EDGAR AND EMAIL

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-6010

    Attention:
    Margaret Schwartz and Celeste Murphy

    Re:
    Entrada Therapeutics, Inc. (the “Company”)

    Registration Statement on Form S-1

    File No. 333-260160

Ladies and Gentleman:

In connection with the above-referenced Registration
Statement, we wish to advise you that between October 25, 2021 and the date hereof we effected the distribution of approximately 2,800
copies of the Company’s Preliminary Prospectus dated October 25, 2021 to prospective underwriters, institutional investors, prospective
dealers, brokers, individuals, rating agencies and others.

We will comply and have been informed by the other
participating underwriters that they will comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

As Representatives of the several underwriters,
we hereby join in the request of the Company that the effectiveness of the above-referenced Registration Statement, as amended, be accelerated
to 4:00 p.m., Eastern Time, on October 28, 2021, or as soon thereafter as practicable.

[Signatures follow]

    Very truly yours,

    GOLDMAN SACHS & CO. LLC

    Cowen and Company, LLC

    evercore group L.L.C.

    As Representatives of the several Underwriters

    GOLDMAN SACHS & CO. LLC

    By:
     /s/ Dan Cocks

    Name:
    Dan Cocks

    Title:
    Managing Director

    Cowen and Company, Llc

    By:
    /s/ Bill Follis

    Name:
    Bill Follis

    Title:
    Managing Director

    EVERCORE GROUP L.L.C.

    By:
    /s/ Sachin Aggarwal

    Name:
    Sachin Aggarwal

    Title:
    Managing Director

[Signature Page to Request for Acceleration
of Effectiveness]

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  Goodwin Procter llp

  100 Northern Avenue

  Boston, MA 02210

                 goodwinlaw.com

+1
617 570 1000

October 8, 2021

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, N.E.

Washington, D.C. 20549

Attention: Margaret Schwartz, Celeste Murphy, Al Pavot and Jeanne Bennett

  Re:
  Entrada Therapeutics, Inc.

Amendment No. 1 to Draft Registration Statement on Form S-1

Submitted September 15, 2021

File No. 377-05320

Dear Ladies and Gentlemen:

On behalf of our client, Entrada
Therapeutics, Inc. (the “Company”), we are responding to the comments from the Staff (the “Staff”)
of the Securities and Exchange Commission (the “Commission”) relating to the Company’s confidential Amendment
No. 1 to Draft Registration Statement on Form S-1 contained in the Staff’s letter dated September 28, 2021 (the “Comment
Letter”). The Company is concurrently filing a Registration Statement on Form S-1 (“Registration Statement”),
which includes changes to reflect responses to the Staff’s comments and other updates.

Set forth below are the Company’s
responses to the Staff’s comments in the Comment Letter. The responses and information below are based on information provided to
us by the Company. For convenience, the Staff’s comments are repeated below in italics, followed by the Company’s response
to the comments as well as a summary of the responsive actions taken. We have included page numbers to refer to the location in the Registration
Statement submitted herewith where the revised language addressing a particular comment appears. Capitalized terms used but not defined
herein are used herein as defined in the Registration Statement.

Amendment No. 1 to Draft Registration Statement on Form S-1, Submitted
September 15, 2021 Prospectus Summary, page 1

 1. We note your response to our prior comment number 1. To state that your EEV
therapeutic candidates are efficient with respect to pharmacological effect and specific with respect to the engagement or involvement
with a desired intracellular target of interest implies that your product candidates are effective. Please remove these statements and
all similar statements as this determination is solely within the authority of the FDA and comparable regulatory
bodies.

Response:
The Company respectfully advises the Staff that it has revised the statement on page 1 and elsewhere throughout the Registration
Statement in response to the Staff’s comment.

Business, page 112

 2. We note your response to our prior comment number 7. Comparisons to other available
treatments require head-to-head trials. Given these are not head-to-head trials, please remove these statements.

Response:
The Company respectfully advises the Staff that, as discussed with the Staff, it has not removed the disclosure in the Registration
Statement in response to this comment.

  Sincerely,

  /s/ Sarah Ashfaq

  Sarah Ashfaq

  cc:
  Dipal Doshi, Entrada Therapeutics, Inc.

Arthur R. McGivern, Goodwin Procter LLP

Tara Fisher, Ropes & Gray LLP

United States securities and exchange commission logo
September 28, 2021
Dipal Doshi
President and Chief Executive Officer
Entrada Therapeutics, Inc.
6 Tide Street
Boston, MA 02210
Re:Entrada Therapeutics, Inc.
Amendment No. 1 to Draft Registration Statement on Form S-1
Submitted September 15, 2021
CIK No. 0001689375
Dear Mr. Doshi:
            We have reviewed your amended draft registration statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Amendment No. 1 to Draft Registration Statement on Form S-1, Submitted September 15, 2021
Prospectus Summary, page 1
1.We note your response to our prior comment number 1. To state that your EEV
therapeutic candidates are efficient with respect to pharmacological effect and specific
with respect to the engagement or involvement with a desired intracellular target of
interest implies that your product candidates are effective. Please remove these statements
and all similar statements as this determination is solely within the authority of the FDA
and comparable regulatory bodies.

 FirstName LastNameDipal Doshi
 Comapany NameEntrada Therapeutics, Inc.
 September 28, 2021 Page 2
 FirstName LastName
Dipal Doshi
Entrada Therapeutics, Inc.
September 28, 2021
Page 2
Business, page 112
2.We note your response to our prior comment number 7. Comparisons to other available
treatments require head-to-head trials. Given these are not head-to-head trials, please
remove these statements.

            You may contact Jeanne Bennett at 202-551-3606 or Al Pavot at 202-551-3738 if you
have questions regarding comments on the financial statements and related matters.  Please
contact Margaret Schwartz at 202-551-7153 or Celeste Murphy at 202-551-3257 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Arthur R. McGivern, Esq.

United States securities and exchange commission logo
September 2, 2021
Dipal Doshi
President and Chief Executive Officer
Entrada Therapeutics, Inc.
6 Tide Street
Boston, MA 02210
Re:Entrada Therapeutics, Inc.
Draft Registration Statement on Form S-1
Filed August 6, 2021
File No. 377-05320
Dear Mr. Doshi:
            We have reviewed your draft registration statement and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form S-1, Filed August 6, 2021
Prospectus Summary, page 1
1.On page 2 you state that your EEV Platform has allowed you to develop “highly efficient”
and “highly specific” EEV therapeutic candidates. Please remove all statements that
present your conclusions regarding the efficacy of your product candidate as this is a
determination within the authority of the U.S. Food and Drug Administration and
comparable regulatory bodies or advise why this disclosure is appropriate.
2.In the pipeline table on page 3 please increase the size of the headings for the Phase 1,
Phase 2 and Phase 3 clinical trials. Additionally, we note that you have included programs
in the discovery phase for which no product candidate has been identified in your pipeline
table, specifically, every program except ENTR-601-44 and ENTR-501. Please provide us

 FirstName LastNameDipal Doshi
 Comapany NameEntrada Therapeutics, Inc.
 September 2, 2021 Page 2
 FirstName LastNameDipal Doshi
Entrada Therapeutics, Inc.
September 2, 2021
Page 2
your analysis as to why these programs are material enough to be included in your
pipeline table. Alternatively, remove them from your table.
3.We note that you completed IND-enabling studies for ENTR-501. Please revise page 4 to
explain why you are exploring partnership opportunities for this program.
Risk Factors
Our rights to develop and commercialize any therapeutic candidates are subject..., page 58
4.Please revise this risk factor to highlight the consequences of losing the OSIF license
specifically.
Use of Proceeds, page 88
5.Please revise to disclose an estimate of how far in your development of each of EEV
pipeline this offering will allow you to reach with respect to each material program,
including specific phases of preclinical and clinical trials. Also, please disclose the total
estimated cost of each of the specified purposes for which the net proceeds are intended to
be used, and, if material amounts of other funds are necessary to accomplish the specified
purposes, provide an estimate of the amounts of such other funds and the sources thereof.
Results of Operations
Researc and Development Expenses, page 104
6.
We note the significant increase in your research and development expenses and from
pages 111 and 120 that you have multiple products/programs in the pipeline at varying
stages of development.  Please revise to disclose your research and development expenses
for your lead product candidates. To the extent that you do not track expenses by product
candidate, please disclose that fact.
Business, page 110
7.We note your statement on page 116 and elsewhere that in preclinical models
approximately 50% of the EEV-conjugated material escaped the endosome to reach the
intracellular disease target, which indicates a potential for significant improvement over
the 1-2% observed in current biologics. If this comparison is not a head-to-head
comparison please remove it as comparisons to available products and other product
candidates are not appropriate unless you have conducted head-to-head trials.
8.Please provide more information concerning your preclinical studies beginning on page
123, including any serious adverse effects. Provide p-values for any studies powered for
statistical significance and explain how statistical significance relates to FDA standards of
efficacy.
9.Please revise page 137 to state the jurisdictions covered by your issued and pending
patents and clarify which patents are in-licensed.

 FirstName LastNameDipal Doshi
 Comapany NameEntrada Therapeutics, Inc.
 September 2, 2021 Page 3
 FirstName LastName
Dipal Doshi
Entrada Therapeutics, Inc.
September 2, 2021
Page 3
10.In connection with your description of the OSIF License Agreement on page 139, please
revise to provide the amount of the “certain license maintenance fees prior to the
commercialization of the first licensed product,” if material, and the grounds for
termination. We also note that you say the term will expire on the expiration of the last to
expire of the exclusively licensed patent rights, or the end of your obligation to pay
royalties under the OSIF License Agreement. Please revise to clarify when these patent
rights are expected to expire. Additionally, you state that your obligation to pay royalties
ends on a licensed product-by-licensed product and country-by-country basis, on the later
of expiration of the last to expire of the valid claims of the exclusively licensed patent
rights covering such licensed product in such country, or ten years after the first
commercial sale of such licensed product in such country. Please revise to clarify when
these claims are expected to expire.
Description of Capital Stock, page 182
11.Please revise page 182 to provide the amount of shares entitled to registration rights.
General
12.Please supplementally provide us with copies of all written communications, as defined in
Rule 405 under the Securities Act, that you, or anyone authorized to do so on your behalf,
present to potential investors in reliance on Section 5(d) of the Securities Act, whether or
not they retain copies of the communications.
            You may contact Al Pavot at 202-551-3738 or Jeanne Bennett at 202-551-3606 if you
have questions regarding comments on the financial statements and related matters.  Please
contact Margaret Schwartz at 202-551-7153 or Celeste Murphy at 202-551-3257 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Arthur R. McGivern, Esq.