EF Hutton,

division of Benchmark Investments, LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

 

February 2, 2022

 

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

Attention: Ms. Jordan Nimitz / Ms. Celeste Murphy

 

Re: TC BioPharm (Holdings) plc

 

Registration Statement on Form F-1, File No. 333-260492

Registration Statement on Form F-6, File No. 333-262149

Registration Statement on Form 8-A, File No. 001-41231

 

REQUEST FOR ACCELERATION OF EFFECTIVENESS

 

Requested Date: February 3, 2022

Requested Time: 4:00 pm, Eastern Time

 

Ladies and Gentlemen:

 

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”) and Rule 12d1-2 under the Securities Exchange Act of 1934, as amended, we, as representative of the underwriters of the proposed public offering of securities of TC BioPharm (Holdings) plc (the “Company”), hereby join the Company’s request that the effective date of the above-referenced Registration Statements on Form F-1 and Form F-6 and the Form 8-A be accelerated so that they will be declared and become effective at 4:00 p.m., Eastern Time, on February 3, 2022, or as soon thereafter as possible.

 

Pursuant to Rule 460 under the Securities Act, we, as representative of the underwriters, wish to advise you that there will be distributed to each underwriter, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 

The undersigned advises that it has complied and will continue to comply, and that it has been informed by the participating underwriters and dealers that they have complied with and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

 

  Very truly yours,
   
  EF Hutton,
  division of Benchmark Investments, LLC
     
  By: /s/ Sam Fleischman
  Name: Sam Fleischman
  Title: Supervisory Principal