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                             August 3, 2020

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

                                                        Re: PaxMedica, Inc.
                                                            Amendment No. 1 to
Registration Statement on Form S-1
                                                            Filed July 23, 2020
                                                            File No. 333-239676

       Dear Mr. Weisman:

             We have reviewed your amended 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.
Unless we note
       otherwise, our references to prior comments are to comments in our July
16, 2020 letter.

       Amendment No. 1 to Registration Statement on Form S-1

       Dilution, page 46

   1.                                                   Please provide us with
the calculation of the pro forma net tangible book value of $0.35
                                                        million as of March 31,
2020. In that regard, it appears that your pro forma net tangible
                                                        book value appears to
include the $0.2 million of current liabilities as of March 31, 2020
                                                        when they should have
been excluded. Please revise or advise. Please also ensure that all
                                                        other amounts in your
disclosures are updated as necessary.
       Management's Discussion and Analysis of Financial Condition and Results
of Operations
       Critical Accounting Policies and Significant Judgments and Estimates ,
page 53

   2.                                                   You disclose under this
heading and in Note 2. Significant Accounting Policies, Use of
 Howard J. Weisman
PaxMedica, Inc.
August 3, 2020
Page 2
      Estimates that the most significant estimates in your financial
statements relate to the
      valuation of equity-based awards and valuation of member units. In this
regard, please
      include a discussion regarding your accounting for such items similar to
that provided in
      your response with regards to the valuation of your equity-based awards.
3.    In your response you appear to attribute a significant amount of the
difference between
      your April 2020 common stock valuation and the mid-point of the
preliminary price range
      to differences between your valuation methods and those used by the
underwriters in
      establishing a preliminary price range. Given the significance of the
increase in such a
      short period of time, provide us the following information:
          Describe in detail the differences, including the weighting and
selection of valuation
           methodologies, assumptions and inputs used in the fair value of your
ordinary shares
           in April 2020 compared to the preliminary IPO price range. For
example, quantify the
           marketability and liquidity discounts used in your analysis.
          The objective and subjective factors considered that were not
applicable to the
           determination of the preliminary price range.
          Regarding the expected proceeds of the offering, since the offering
has not occurred,
           why it is appropriate to consider the offering proceeds in the fair
value analysis at a
           date prior to the IPO.
          Tell us your consideration for reassessing the fair value of your
common stock
           underlying the options granted on May 1, 2020 considering the
proximity of such
           grants to your IPO.
Mitochondrial Dysfunction and Implications for the Use of Suramin for
Management of ASD
and FXTAS, page 59

4.    We note your revisions to this section in response to prior comment 8.
Please further
      revise your disclosure to provide the endpoints and the objective data
points observed in
      your preclinical models of ASD and FXTAS using suramin and PAX-102 that
provide the
      basis for your statement regarding improvement in several key study
endpoints.
       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
August 3, 2020 Page 2
cc:       Steven M. Skolnick, Esq.
FirstName LastName