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                              December 20, 2023

       Harith Rajagopalan, M.D., Ph.D.
       Chief Executive Officer
       Fractyl Health, Inc.
       17 Hartwell Avenue
       Lexington, MA 02421

                                                        Re: Fractyl Health,
Inc.
                                                            Registration
Statement on Form S-1
                                                            Filed December 14,
2023
                                                            File No. 333-276046

       Dear Harith Rajagopalan:

                                                        We have reviewed your
registration statement and have the following 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 letter, we may have additional comments.

       Registration Statement on Form S-1

       Prospectus Summary
       Overview, page 1

   1.                                                   Please revise to
provide the source for your statement that up to two-thirds of patients
                                                        discontinue weekly
GLP-1RA therapy within the first year. In your revisions, please
                                                        disclose the drugs that
were discontinued and the dates covered by the study or
                                                        studies showing the
discontinuation.
               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.

              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
 Harith Rajagopalan, M.D., Ph.D.
Fractyl Health, Inc.
December 20, 2023
Page 2

statement.

       Please contact Michael Fay at 202-551-3812 or Brian Cascio at
202-551-3676 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Tyler Howes at 202-551-3370 or Alan Campbell at 202-551-4224 with any
other
questions.



                                                          Sincerely,

FirstName LastNameHarith Rajagopalan, M.D., Ph.D.         Division of
Corporation Finance
                                                          Office of Industrial
Applications and
Comapany NameFractyl Health, Inc.
                                                          Services
December 20, 2023 Page 2
cc:       Nathan Ajiashvili, Esq.
FirstName LastName