July 2, 2019

Anthony Hayes
Chief Executive Officer
SPHERIX INCORPORATED
One Rockefeller Plaza
New York, NY 10020

       Re: SPHERIX INCORPORATED
           Preliminary Proxy Statement on Schedule 14A
           Filed June 19, 2019
           File No. 000-05576

Dear Mr. Hayes:

      We have reviewed your filing and have the following comment. In our
comment, we
may ask you to provide us with information so we may better understand your
disclosure.

       Please respond to this comment within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to this comment, we may have additional
comments.

Preliminary Proxy Statement

General

1.    Please revise to provide pro forma financial information related to the
acquisition of
      substantially all of the assets of CBM or tell us why you believe such
financial
      information is not material. For guidance, please refer to Note A to
Schedule 14A, Item
      14 of Schedule 14A, and Section H.6. of our July 2001 Interim Supplement
to Publicly
      Available Telephone Interpretations. In this regard, we note that you
will issue $7 million
      of the company's securities and pay $1 million in cash consideration,
which amount you
      indicate will be held back at the closing until certain equity financing
milestones are met.
      Please expand your disclosure to discuss the equity financing.
 Anthony Hayes
FirstName INCORPORATED Hayes
SPHERIX LastNameAnthony
Comapany NameSPHERIX INCORPORATED
July 2, 2019
Page 2
July 2, 2019 Page 2
FirstName LastName
        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.

       You may contact Matthew Derby, Staff Attorney, at (202) 551-3334 or
Folake Ayoola,
Special Counsel, at (202) 551-3673 with any questions.



                                                          Sincerely,

                                                          Division of
Corporation Finance
                                                          Office of Information
Technologies
                                                          and Services