December 5, 2024

Francis Knuettel II
Chief Executive Officer
Channel Therapeutics Corporation
4400 Route 9 South, Suite 1000
Freehold, NJ 07728

Re: Channel Therapeutics Corporation
Post-Effective Amendment No. 3 to Registration Statement on Form
S-1
Filed November 22, 2024
File No. 333-269188
Dear Francis Knuettel II:

We have reviewed your post-effective amendment and have the following
comment.

Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe our comment applies 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 this letter, we may have additional comments.

Post-Effective Amendment No. 3 to Registration Statement on Form S-1 Filed
November 22,
2024
General

1. We note your disclosure in the explanatory note that you are filing this
post-effective
amendment pursuant to Securities Act Rule 414(d) to adopt, as your own
following a
reincorporation, the registration statement initially filed on January
11, 2023 and
declared effective on February 14, 2024. We further note that the
effective registration
statement included a resale prospectus. However, the legal opinion filed
as Exhibit 5.2
to the post-effective amendment does not opine as to the shares covered
by the resale
prospectus. Please revise your post-effective amendment to file an
updated legal
opinion opining as to such shares or otherwise advise.
December 5, 2024
Page 2

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 Jessica Dickerson at 202-551-8013 or Joe McCann at
202-551-6262
with any other questions.



Sincerely,

Division of
Corporation Finance
Office of Life
Sciences
cc: Charles E. Chambers Jr., Esq.