Correspondence 0001683168-23-002869 from IIOT-OXYS, Inc. (ITOX) (CIK 0001290658) (ITOX)
IIOT-OXYS, Inc. (ITOX) (CIK 0001290658)
Date: May 3, 2023 · CIK: 0001290658 · Accession: 0001683168-23-002869
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File numbers found in text: 333-269731
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CORRESP
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IIOT-OXYS, INC.
705 Cambridge St.
Cambridge, MA 02141
May 3, 2023
VIA EDGAR
Division of Corporation Finance
Office of Technology
Securities and Exchange Commission
Washington, DC 20549
Attention: Ms. Graham
Re:
IIOT-OXYS, Inc.
Registration Statement on Form S-1
Filed May 2, 2023
File No. 333-269731
Ladies and Gentlemen:
Pursuant to Rule 461
under the Securities Act of 1933, as amended, the undersigned, on behalf of IIOT-OXYS, Inc., a Nevada corporation (the “Issuer”),
respectfully requests that the effective date of the Registration Statement on Form S-1 referenced above be accelerated so that it will
become effective at 10:00 A.M., Eastern Time, on May 5, 2023, or as soon as practicable thereafter.
There are no underwriters
in connection with the registration and, therefore, no request for acceleration or consent by an underwriter has been filed herewith.
The Issuer hereby authorizes
Brian Higley of Business Legal Advisors, LLC to orally modify or withdraw this request for acceleration. If you have any questions regarding
the foregoing, please contact Mr. Higley at (801) 634-1984 or by e-mail (brian@businesslegaladvisor.com). Thank you in advance
for your assistance.
Very truly yours,
IIOT-OXYS, Inc.
By:
/s/ Clifford L. Emmons
Name:
Clifford L. Emmons
Title:
Chief Executive Officer
cc:
Brian Higley, Esq., Business Legal Advisors, LLC