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July 20, 2022
Edward Vakser
Chief Executive Officer
Auri Inc.
1712 Pioneer Avenue, Suite 500
Cheyenne, Wyoming 82001
Re:Auri Inc.
Amendment No. 2 to Registration Statement on Form 1-A
Filed July 11, 2022
File No. 024-11830
Dear Mr. Vakser:
             We have reviewed your offering statement and have the following comments.  In some
of our comments, we may ask you to provide us with information so we may better understand
your disclosure.
            Please respond to this letter by amending your offering statement and providing the
requested information.  If you do not believe our comments apply 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 offering statement and the information you
provide in response to these comments, we may have additional comments.
Amendment No. 2 to Form 1-A filed July 11, 2022
General
1.Please filed an updated opinion of counsel that accounts for the changes to your offering.
Please also tell us when you intend to amend your articles of incorporation to increase the
number of your authorized shares and how you intend to complete this offering absent
effectiveness of that amendment.
            We will consider qualifying your offering statement at your request.  In connection with
your request, please confirm in writing that at least one state has advised you that it is prepared
to qualify or register your offering.  If a participant in your offering is required to clear its
compensation arrangements with FINRA, please have FINRA advise us that it has no objections
to the compensation arrangements prior to qualification.
            We remind you that the company and its management are responsible for the accuracy

 FirstName LastNameEdward Vakser
 Comapany NameAuri Inc.
 July 20, 2022 Page 2
 FirstName LastName
Edward Vakser
Auri Inc.
July 20, 2022
Page 2
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Please contact Erin Donahue at 202-551-6063 or Geoffrey Kruczek at 202-551-3641 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Jonathan D. Leinwand