United States securities and exchange commission logo




                                                                                
                          May 21, 2024

       Steven Quay
       Chairman, Chief Executive Officer and President
       Atossa Therapeutics Inc.
       107 Spring Street
       Seattle, WA 98104

                                                        Re: Atossa Therapeutics 
Inc.
                                                            Registration 
Statement on Form S-3
                                                            Filed May 13, 2024
                                                            File No. 333-279367

       Dear Steven Quay:

              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 Daniel 
Crawford at 202-551-7767 with any questions.



                                                                                
                          Sincerely,

                                                                                
                          Division of Corporation Finance
                                                                                
                          Office of Life Sciences
       cc:                                              Ryan Murr, Esq.