United States securities and exchange commission logo





                           May 3, 2021

       Todd Nelson
       President and Chief Executive Officer
       Codex DNA, Inc.
       9535 Waples Street, Suite 100
       San Diego, CA 92121

                                                        Re: Codex DNA, Inc.
                                                            Amendment No. 1 to
Draft Registration Statement on Form S-1
                                                            Submitted April 23,
2021
                                                            CIK No. 0001850079

       Dear Mr. Nelson:

               We have reviewed your amended draft registration statement and
have the following
       comment. 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 comment applies 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 this
comment and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Amendment to DRS filed April 23, 2021

       Results of Operations, page 70

   1.                                                   We note your response
to comment 14. Please disclose the royalty term under the
                                                        agreement between the
company and New England Biolabs.
              You may contact Al Pavot at 202-551-3738 or Julie Sherman at
202-551-3640 if you
       have questions regarding comments on the financial statements and
related matters. Please
       contact Tom Kluck at 202-551-3233 or Celeste Murphy at 202-551-3257 with
any other
       questions.




                           Sincerely,


                           Division of Corporation Finance
 Todd Nelson
Codex DNA, Inc.
May 3, 2021
FirstName
Page 2         LastNameTodd Nelson
Comapany NameCodex DNA, Inc.
                                     Office of Life Sciences
May 3, 2021 Page 2
cc:       Philip Oettinger
FirstName LastName