United States securities and exchange commission logo





                              November 9, 2021

       Lewis Bender
       Chief Executive Officer
       Intensity Therapeutics, Inc.
       61 Wilton Road, 3rd Floor
       Westport, CT 06880

                                                        Re: Intensity
Therapeutics, Inc.
                                                            Registration
Statement on Form S-1
                                                            Filed October 28,
2021
                                                            File No. 333-260565

       Dear Mr. Bender:

              We have reviewed your registration statement and have the
following comments. In
       some of our comments, we may ask you to provide us with information so
we may better
       understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your
       response.

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Form S-1 filed October 28, 2021

       Our Pipeline, page 52

   1.                                                   We note your response
to prior comment 12. We note that you do not identify a specific
                                                        target or indication or
provide any other disclosure in the registration statement regarding
                                                        your INT33X product
candidate. Given the status of development and limited disclosure
                                                        regarding the discovery
program, it does not appear appropriate to highlight this program
                                                        in your pipeline table.
If this program is material to your business to warrant inclusion in
                                                        your pipeline table,
please expand your disclosure in your Business section to provide a
                                                        more fulsome discussion
of this program, including a description of preclinical studies or
                                                        other development
activities conducted. Alternatively, please remove this program from
                                                        the pipeline table or
advise.
 Lewis Bender
FirstName  LastNameLewis
Intensity Therapeutics, Inc. Bender
Comapany 9,
November   NameIntensity
              2021         Therapeutics, Inc.
November
Page 2     9, 2021 Page 2
FirstName LastName
Clinical Collaborations, page 63

2.       We note your response to prior comment 17 relating to your
collaboration agreements
         with Merck and Bristol-Myers Squibb (BMS). Please expand your
disclosure of the
         material terms of the collaboration agreements, such as the duration
of the agreements,
         termination provisions, aggregate potential milestone payments,
royalty rates, royalty term
         and the aggregate amounts paid or received to date (including the
payment of any upfront
         or execution fees), as applicable.
Exhibits

3.       We note your headers to Exhibits 10.7 and 10.8 state that you have
excluded certain
         information because it is both not material and the type of
information that the registrant
         treats as private or confidential. Please revise the footnotes to the
exhibit index to disclose
         that certain information in Exhibits 10.7 and 10.8 have been omitted
in reliance upon Item
         601(b)(10)(iv) of Regulation S-K.
        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.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

       You may contact Sasha Parikh at 202-551-3627 or Al Pavot at 202-551-3738
if you have
questions regarding comments on the financial statements and related matters.
Please contact
Jane Park at 202-551-7439 or Christopher Edwards at 202-551-6761 with any other
questions.



                                                                Sincerely,

                                                                Division of
Corporation Finance
                                                                Office of Life
Sciences
cc:      Daniel Woodard, Esq.