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                           May 27, 2020

       Christopher Zosh
       Vice President of Finance
       Cleveland BioLabs, Inc.
       73 High Street
       Buffalo, NY 14203

                                                        Re: Cleveland BioLabs,
Inc.
                                                            Registration
Statement on Form S-3
                                                            Filed May 21, 2020
                                                            File No. 333-238578

       Dear Mr. Zosh:

              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 Scott
Anderegg, Staff Attorney at 202-551-3342 with any questions.




                           Sincerely,


                           Division of Corporation Finance

                           Office of Trade & Services