United States securities and exchange commission logo

                          August 15, 2023

       Ramy Mahmoud
       Chief Executive Officer
       OptiNose, Inc.
       1020 Stony Hill Road, Suite 300
       Yardley, PA 19067

                                                        Re: OptiNose, Inc.
Statement on Form S-3
                                                            Filed August 10,
                                                            File No. 333-273873

       Dear Ramy Mahmoud:

              This is to advise you that we have not reviewed and will not
review your registration

               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 Jason
Drory at 202-551-8342 with any questions.


                          Division of Corporation Finance

                          Office of Life Sciences
       cc:                                              Stephen Nicolai