22nd Century Group, Inc.
321 Farmington Road
Mocksville, NC 27028
(336) 940-3769
June 25, 2025
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE Washington, DC 20549
| Attn: | Bradley Ecker |
| Re: | 22nd Century Group, Inc. |
| Registration Statement on Form S-3 | |
| File No. 333-288216 |
Acceleration Request
Requested Date: Monday, June 30, 2025
Requested Time: 4:00 P.M. Eastern time
Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, 22nd Century Group, Inc. (the “Company”) hereby requests that the effectiveness of the above-referenced Registration Statement on Form S-3 be accelerated so that such Registration Statement will become effective at 4:00 p.m., Eastern Time, on Monday, June 30, 2025, or as soon thereafter as practicable. The Company respectfully requests that you notify Mr. John Wolfel of Foley & Lardner, LLP of such effectiveness by a telephone call to (904) 359-8778.
Sincerely,
| 22ND CENTURY GROUP, INC. | ||
| By: | /s/ Daniel A. Otto | |
| Daniel A. Otto | ||
| Chief Financial Officer | ||
cc: John J. Wolfel of Foley Lardner, LLP