Calidi Biotherapeutics, Inc.
4475 Executive Drive, Suite 200
San Diego, CA 92121
(858) 794-9600
July 24, 2025
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street N.E.
Washington, D.C. 20549
| Re: | Calidi Biotherapeutics, Inc. | |
| Registration Statement on Form S-3 | ||
| File No. 333-288784 |
Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act, the undersigned respectfully requests that the effective date for the Registration Statement referred to above be accelerated so that it will be declared effective at 5:00 p.m., Eastern Time on Friday, July 25, 2025, or as soon thereafter as practicable.
Please contact Marcelle Balcombe, of Sichenzia Ross Ference Carmel LLP at (212) 930-9700, as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.
| Very truly yours, | ||
CALIDI BIOTHERAPEUTICS, INC. | ||
| By: | /s/ Andrew Jackson | |
| Andrew Jackson | ||
| Chief Financial Officer | ||