FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                       
1. Name and Address of Reporting Person * DENNY GEORGE P III 2. Date of Event Requiring Statement (MM/DD/YYYY)
12/2/2022 

 3. Issuer Name and Ticker or Trading Symbol Eterna Therapeutics Inc. [ERNA]
(Last)        (First)        (Middle)
PO BOX 423		 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                          ___X___ 10% Owner
_____ Officer (give title below)        _____ Other (specify below)
(Street)
POLAND, ME 04274      
(City)              (State)              (Zip)
 5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock  50453  I  By Denny Family Partners II, LLC (1)
Common Stock  406785  I  By George P. Denny III Trust 6/11/81 
Common Stock  204  D   

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(MM/DD/YYYY)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock   (2)  (2) Common Stock  2971   (2) I  By George P. Denny III Trust 6/11/81 

Explanation of Responses:
(1)  The reporting person disclaims beneficial ownership of the shares held by Denny Family Partners II, LLC except to the extent of his pecuniary interest therein.
(2)  The reporting person holds 71,306 shares of Series A preferred stock, which are currently convertible into 2971 shares of common stock. The reporting person has the right at any time to convert the shares of Series A preferred stock into that number of fully paid and nonassessable shares of common stock that equals the number of shares of Series A preferred stock that are surrendered for conversion divided by the conversion rate. The conversion rate was initially 100% and is subject to adjustment as provided in the Issuer's restated certificate of incorporation, as amended. The Series A preferred stock has no expiration date.

Remarks:
Mr. Denny was previously a reporting person under Section 16 of the Securities Exchange Act of 1934; however, his ownership fell below 10%, and he ceased to be a reporting person. Certain of the entities beneficially owned by him have acquired additional securities, such that he is again a 10% owner.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
DENNY GEORGE P III
PO BOX 423
POLAND, ME 04274
X


Signatures
/s/ George P. Denny III 3/3/2023
**Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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