December 30, 2022




United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549


Re: Arcturus Therapeutics Holdings Inc.
  Registration Statement on Form S-3
  File No. 333-269003


  Acceleration Request
  Requested Date: December 30, 2022
  Requested Time: 5:00 P.M. Eastern Time


Ladies and Gentlemen:


Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), Arcturus Therapeutics Holdings Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-3 (Registration No. 333-269003) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission. In making this acceleration request, the Company acknowledges that it is aware of its responsibilities under the Act. Once the Registration Statement has been declared effective, please orally confirm that event with Jeffrey A. Baumel, Dentons US LLP, at (973) 912-7189 or Grant Levine, Dentons US LLP, at (212) 768-5384, outside counsel to the Company.


  Arcturus Therapeutics Holdings Inc.
  /s/ Joseph E. Payne        
  Joseph E. Payne
  Chief Executive Officer



Jeffrey A. Baumel, Dentons US LLP

Ilan Katz, Dentons US LLP 

Grant Levine, Dentons US LLP