4475 Executive Drive, Suite 200
San Diego, CA 92121
January 17, 2024
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
100 F Street, NE
Washington, D.C. 20549
Attention: Jimmy McNamara
| Re: | Calidi Biotherapeutics, Inc. | |
| Registration Statement on Form S-1 | ||
| File No. 333-274885 |
| Request for Acceleration | |
| Requested Date: January 19, 2024 | |
| Requested Time: 5:00 p.m. Eastern Time |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned hereby respectfully requests that the effective date of its Registration Statement on Form S-1, as amended, (File No. 333-274885) be accelerated so that the same will become effective at 5:00 p.m., Eastern Time, on January 19, 2024, or as soon thereafter as is practicable.
If you have any questions regarding this request, please contact our counsel Scott E. Bartel of Lewis Brisbois Bisgaard & Smith LLP at (213) 358-6174.
| Very Truly Yours, | ||
| Calidi Biotherapeutics, Inc. | ||
| By: | /s/ Allan Camaisa | |
| Name: | Allan Camaisa | |
| Title: | Chief Executive Officer | |