United States securities and exchange commission logo February 22, 2023 Elizabeth Williams Chief Financial Officer Medicenna Therapeutics Corp. 28 Liberty Street New York, New York 10005 Re: Medicenna Therapeutics Corp. Registration Statement on Form F-4 Filed February 17, 2023 File No. 333-269868 Dear Elizabeth Williams: 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: John Rudy, Esq.