September 1, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Vitality Biopharma, Inc. |
| Registration Statement on Form S-1 (File No. 333-259010) |
Ladies and Gentlemen:
In accordance with Rule 461 of the Securities Act of 1933, as amended, Vitality Biopharma, Inc. hereby respectfully requests that the effective date of the above-captioned Registration Statement, as amended, be accelerated so that it will be declared effective at 5:00 p.m. Eastern Time on September 1, 2021, or as soon thereafter as possible.
Very truly yours,
Vitality Biopharma, Inc.
| /s/ Michael Cavanaugh | |
| Michael Cavanaugh | |
| Chief Executive Officer |