TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo May 8, 2024 Steven Shallcross Chief Executive Officer and Chief Financial Officer Theriva Biologics, Inc. 9605 Medical Center Drive, Suite 270 Rockville, Maryland 20850 Re: Theriva Biologics, Inc. Registration Statement on Form S-3 Filed May 2, 2024 File No. 333-279077 Dear Steven Shallcross: 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 Tamika Sheppard at 202-551-8346 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Leslie Marlow, Esq.