First Wave BioPharma, Inc.
777 Yamato Road, Suite 502
Boca Raton, Florida 33431
January 16, 2024
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: Jessica Dickerson
| Re: | First Wave BioPharma, Inc. (the “Company”) |
Registration Statement on Form S-3
Filed on January 8, 2024
File No. 333-276429
Dear Ms. Dickerson:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, the Company hereby requests acceleration of effectiveness of the above referenced Registration Statement so that it will become effective at 5:00 p.m. ET on January 17, 2024, or as soon as thereafter practicable.
Please call Jessica Yuan of Ellenoff Grossman & Schole LLP at 212-370-1300 to confirm the effectiveness of the Registration Statement or with any questions.
| Very truly yours, | |
| /s/ Sarah Romano | |
| Sarah Romano | |
| Chief Financial Officer |
| cc: | Ellenoff Grossman & Schole LLP |