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                              April 14, 2023

       Kasey Rosado
       Interim Chief Financial Officer
       Athersys, Inc.
       3201 Carnegie Ave
       Cleveland, Ohio 44115-2634

                                                        Re: Athersys, Inc.
                                                            Registration
Statement on Form S-3
                                                            Filed April 4, 2023
                                                            File No. 333-271106

       Dear Kasey Rosado:

              We have limited our review of your registration statement to
those issues we have
       addressed in our comment.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comment applies to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your
       response.

              After reviewing any amendment to your registration statement and
the information you
       provide in response to this comment, we may have additional comments.

       Registration Statement on Form S-3 Filed April 4, 2023

       General

   1.                                                   In relation to the
2,000,000 shares of common stock underlying warrants issued in the
                                                        September 22, 2022
private placement, please tell us your basis for registering the offering
                                                        of these shares. In
this regard, we note that the warrants were issued pursuant to Section
                                                        4(a)(2) of the
Securities Act and are exercisable within one year. Please consider the
                                                        rationale set out in
Securities Act Sections C&DI Question 103.04.
               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.
 Kasey Rosado
Athersys, Inc.
April 14, 2023
Page 2

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

       You may contact Doris Stacey Gama at 202-551-3188 or Laura Crotty at
202-551-7614
with any questions.



                                                           Sincerely,
FirstName LastNameKasey Rosado
                                                           Division of
Corporation Finance
Comapany NameAthersys, Inc.
                                                           Office of Life
Sciences
April 14, 2023 Page 2
cc:       Michael J. Solecki, Esq.
FirstName LastName