Correspondence 0001104659-24-013420 from AUDIOEYE INC (AEYE) (CIK 0001362190) (AEYE)
AUDIOEYE INC (AEYE) (CIK 0001362190)
Date: Feb. 9, 2024 · CIK: 0001362190 · Accession: 0001104659-24-013420
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File numbers found in text: 333-276937
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CORRESP 1 filename1.htm AudioEye, Inc. 5210 E. Williams Circle, Suite 750 Tucson, AZ 85711 February 9, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: AudioEye, Inc. Registration Statement on Form S-3 File No. 333-276937 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, AudioEye, Inc. (the “Company”) hereby respectfully requests that the effective date of the above-captioned Registration Statement (the “Registration Statement”) be accelerated so that it will be declared effective at 4:00 p.m. Eastern Time on February 13, 2024, or as soon thereafter as possible. The Company hereby acknowledges its responsibilities under the Securities Act of 1933, as amended, as they relate to the proposed public offering of the securities specified in the Registration Statement. Please contact Matthew R. Kuhn of Faegre Drinker Biddle & Reath LLP, counsel to the Company, at matt.kuhn@faegredrinker.com or +1 612 766 8729, as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter. Sincerely, AudioEye, Inc. /s/ James Spolar James Spolar General Counsel and Corporate Secretary