TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo June 4, 2021 William B. Stilley President and Chief Executive Officer Adial Pharmaceuticals, Inc. 1180 Seminole Trail, Suite 495 Charlottesville, VA 22901 Re: Adial Pharmaceuticals, Inc. Registration Statement on Form S-3 Filed May 28, 2021 File No. 333-256621 Dear Mr. Stilley: 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 Jeffrey Gabor at 202-551-2544 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Patrick J. Egan, Esq.