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                             June 11, 2020

       Howard J. Weisman
       Chief Executive Officer
       PaxMedica, Inc.
       50 Tice Boulevard, Suite A26
       Woodcliff Lake, NJ 07677

                                                        Re: PaxMedica, Inc.
                                                            Draft Registration
Statement on Form S-1
                                                            Submitted May 15,
2020
                                                            CIK No. 0001811623

       Dear Mr. Weisman:

              We have reviewed your draft 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 providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. 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 the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Draft Registration Statement on Form S-1

       Prospectus Summary
       Our Development Strategy, page 1

   1.                                                   We note statements here
and elsewhere in the prospectus that you believe an approval of
                                                        PAX-101 in HAT could
confer upon you the potential receipt of a priority review voucher
                                                        (PRV) by the FDA and
that you will leverage such approval to facilitate an accelerated
                                                        development program for
the approval in ASD, FXTAS and other indications using the
                                                        FDA's 505(b)(2)
regulatory pathway. Given that you have not yet secured marketing
                                                        approval for PAX-101,
it is inappropriate to state or imply that your clinical development
                                                        plans will be
successful. Please revise to make it clear here and throughout the prospectus
                                                        that you (i) may be
unable to secure a PRV; and (ii) may be required to complete
 Howard J. Weisman
FirstName LastNameHoward J. Weisman
PaxMedica, Inc.
Comapany NamePaxMedica, Inc.
June 11, 2020
June 11, 2020 Page 2
Page 2
FirstName LastName
         additional clinical trials for PAX-101 for the treatment of ASD and
FXTAS. Please also
         revise to remove any implication that you will be able to develop your
product
         candidates in a rapid or accelerated manner as such statements are
speculative.
2.       Please reconcile your disclosure that you believe you will receive
approval of PAX-101
         for the treatment of HAT without conducting prospective clinical
trials with your
         disclosure on page 2 that you intend to complete additional
preclinical and clinical work
         to support a new drug application (NDA) for the treatment of early
stage East African
         sleeping sickness.
3.       We note your disclosure on page 27 regarding PCT international patent
application
         PCT/US2018/017674. We note also your discussion of the clinical trial
conducted of
         suramin for the management of ASD at the University of California, San
Diego. We note
         also that UCSD intends to conduct a Phase II clinical trial assessing
suramin as a
         treatment for autism in the spring of 2021. Please provide disclosure
in the Risk Factors
         and Summary Risk Factors sections highlighting the risks related to
competition in
         commercialization of your product candidate and the effect potential
competing patent
         claims may have on your patent portfolio and your business.
Market for HAT, page 2

4.       Please remove the statement regarding the sale prices of recent PRVs
as it is not
         appropriate disclosure for the Prospectus Summary where full and
proper context is not
         provided. We will not object to disclosure in the Business section.
PAX-102, page 3

5.       We note your disclosure that you have developed proprietary intranasal
formulations and
         methods of delivering suramin to mammals that have been shown, in in
vivo preclinical
         studies, to safely and effectively deliver suramin to the brain while
dramatically reducing
         systemic exposure. Efficacy and safety are determinations that are
solely within the
         authority of the FDA or similar foreign regulators. You may present
clinical trial end
         points and objective data resulting from trials without concluding
efficacy, and you may
         state that your product candidates are well tolerated if true. Please
revise your disclosure
         to remove statements that present your conclusion with respect to the
safety or efficacy of
         your product candidates.
Our Status as an Emerging Growth Company, page 5

6.       Please supplementally provide us with copies of all written
communications, as defined in
         Rule 405 under the Securities Act, that you, or anyone authorized to
do so on your behalf,
         present to potential investors in reliance on Section 5(d) of the
Securities Act, whether or
         not they retain copies of the communications.
 Howard J. Weisman
FirstName LastNameHoward J. Weisman
PaxMedica, Inc.
Comapany NamePaxMedica, Inc.
June 11, 2020
Page 3
June 11, 2020 Page 3
FirstName LastName
Use of Proceeds, page 40

7.       We note your disclosure that you intend to use the proceeds of the
offering for product
         development activities, including clinical and regulatory research and
development for
         your product candidates. Please specifically disclose how far you
expect the proceeds
         from the offering to allow you to proceed in the development of each
of your product
         candidates.
Management's Discussion and Analysis of Financial Condition and Results of
Operations, page
45

8.       Once you have an estimated offering price or range, please explain to
us how you
         determined the fair value of the common stock underlying your equity
issuances, such as
         the stock options granted in May 2020, and the reasons for any
differences between the
         recent valuations of your common stock leading up to the IPO and the
estimated offering
         price.
Results of Operations, page 46

9.       Please disclose the costs incurred during each period presented for
each of your key
         research and development projects. If you do not track your research
and development
         costs by project, please disclose that fact and explain why you do not
maintain and
         evaluate research and development costs by project. Provide other
quantitative or
         qualitative disclosure that provides more transparency as to the type
of research and
         development expenses incurred (i.e. by nature or type of expense)
which should reconcile
         to total research and development expense on the Statements of
Operations.

         In addition, revise your disclosure to quantify the reasons for the
change in general and
         administrative expenses.
Business
Current Clinical Development Plan, page 53

10.      We note your disclosure on pages 2 and 58 that you intend to complete
additional
         preclinical and clinical work for PAX-101 for the treatment of HAT
over the next
         18 months with the intention of filing an NDA in the second half of
2021 yet your pipeline
         table indicates that PAX-101 for the treatment of HAT is at the end of
Phase 3. Please
         revise the table accordingly. We also note that you have not included
any disclosure
         regarding the most recent clinical trials that have been completed or
that are ongoing for
         PAX-101 for the treatment of HAT. Please expand your disclosure to
discuss specific
         trial results for your product candidate on which you intend to rely,
including the duration
         of the trial, the number of subjects or patients in such trials, how
the product candidate
         was administered, who conducted the trials, the dosage used, any
serious adverse events
         experienced and the number of patients who experienced them, the
primary and secondary
         endpoints and whether they were met. Also, please be sure to identify
the year or years
 Howard J. Weisman
FirstName LastNameHoward J. Weisman
PaxMedica, Inc.
Comapany NamePaxMedica, Inc.
June 11, 2020
June 11, 2020 Page 4
Page 4
FirstName LastName
         when referenced trials were conducted or commenced.
11.      We note that your pipeline table indicates that you have three
programs in the preclinical
         phase but there is brief discussion of models or results. We also note
your disclosure on
         page 59 that your selective anti-purinergic therapy program is in the
discovery
         phase. Please revise your table to reflect this stage of development
and provide us with
         your analysis as to why these programs are material to your business
and appropriate for
         inclusion in the pipeline table.
Market for HAT, page 55

12.      Please revise to disclose how much funding you would need to support
the later stage
         development and commercialization of PAX-101 and PAX-102 in the
treatment of ASD
         and FXTAS and whether a potential sale of a priority review voucher
would be able to
         fully fund the development of both product candidates. Please revise
to disclose how you
         intend to raise those funds if you are unable to receive a priority
review voucher from the
         FDA and sell it.
Clinical Trial of Suramin for Management of ASD, page 56

13.      Please revise the statement on page 66 that suramin was found to have
profound positive
         impact on core symptoms of ASD to remove any conclusion regarding
efficacy.
Intellectual Property, page 61

14.      Please disclose the specific products, product groups and technologies
to which your
         patent applications relate, the type of patent protection you are
seeking, the applicable
         jurisdictions and whether there are any contested proceedings or
third-party claims.
The Priority Review Voucher Program, page 66

15.      Please revise your disclosure to clarify that priority review does not
provide a guarantee
         the FDA will review an application within six months.
License Agreements, page 68

16.      Please disclose the maximum aggregate future payments that you may be
required to
         make to each of the licensors based on the level of each licensor's
participation.
 Howard J. Weisman
PaxMedica, Inc.
June 11, 2020
Page 5

       You may contact Ameen Hamady at 202-551-3891 or Sasha Parikh at
202-551-3627 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Ada D. Sarmento at 202-551-3798 or Christine Westbrook at 202-551-5019
with any
other questions.



                                                          Sincerely,
FirstName LastNameHoward J. Weisman
                                                          Division of
Corporation Finance
Comapany NamePaxMedica, Inc.
                                                          Office of Life
Sciences
June 11, 2020 Page 5
cc:       Steven M. Skolnick, Esq.
FirstName LastName