United States securities and exchange commission logo





                          March 23, 2023

       Andrei Floroiu
       Chief Executive Officer
       Vaxart, Inc.
       170 Harbor Way, Suite 300
       South San Francisco, CA 94080

                                                        Re: Vaxart, Inc.
                                                            Registration
Statement on Form S-3
                                                            Filed March 17,
2023
                                                            File No. 333-270671

       Dear Andrei Floroiu:

              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 Tyler
Howes at 202-551-3370 with any questions.




                          Sincerely,


                          Division of Corporation Finance

                          Office of Life Sciences
       cc:                                              Faith Charles, Esq.