July 27 2020 Chief Executive Officer PDS Biotechnology Corporation 25B Vreeland Road Florham Park NJ 07932 Re PDS Biotechnology Corporation Registration Statement on Form S3 Filed July 22 2020 Fi ID: 847968
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1 July 27, 2020 Frank Bedu-Addo, Ph.D. Ch
July 27, 2020 Frank Bedu-Addo, Ph.D. Chief Executive Officer PDS Biotechnology Corporation 25B Vreeland Road Florham Park, NJ 07932 Re: PDS Biotechnology Corporation Registration Statement on Form S-3 Filed July 22, 2020 File No. 333-240011 Dear Dr. Bedu-Addo: This is to advise you that we have not reviewed and will not review your registrationstatement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind youthat the company and its management are responsible for the accuracy and adequacy of theirdisclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Jason L. Drory at 202-551-8342 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Dylan Caplan, Esq.