SecProbe.io

February 11, 2013

Via E -mail
Mr. Louis S. Friedman
Chief Executive  Officer
Liberator, Inc.
2745 Bankers Industrial Drive
Atlanta, Georgia 30360

 RE: Liberator, Inc.
  Form 10-K for the Fis cal Year Ended June 30 , 2012
  Filed October 11 , 2012
  File No . 000-53314

Dear Mr. Friedman :

We have limited our review to only your financial statements and related disclosures and do
not intend to expand our review to other portions of your  documents.

Please respond to this letter within ten business days by providing the requested
information, or by advising us when you will provide the requested response.   If you do not
believe our comments apply to your facts and circumstances  please tell us why in your response.
After reviewing the information you provide in response to these  comments, we may have
additional comments.

Form 10 -Q for the Fiscal Quarter Ended September 30, 2012

Operating Activities, page 24

1. You disclose that  the primary reason for the reduction in cash was due to the increase in
inventory levels of $144,662  offset by an increase in accounts payable of $120,517.   In
future filings please provide a robust discussion of the underlying reason s for the changes
and quantify the impact of multiple or offsetting reasons.   Refer to Section 501.13 of the
Financial Reporting Codification for guidance.

Sufficiency of Liquidity, page 25

2. On page 17 you state that you were in “substantial” compliance with all of the mate rial
financial and other covenants required under your credit facility.  In future filings please
identify the required financial covenants, the required ratio or measure and your actual
ratio or measure, and cle arly state  whether you were in compliance wi th all of your
covenants.   If you were not in compliance with all of your covenants, please clearly

Mr. Friedman
Liberator, Inc.
February 11, 2013
Page 2

 identify the covenants that you were not in compliance with and the consequences that
you are subject to, regardless of your ability to obtain a waiver fro m the lender.

Form 10 -K for the Fiscal Year Ended June 30, 2012

Segment Information, page F -10

3. We note from your disclosure on page 8 and your website that you offer an array of
products. In future filings please disclose your  revenues from external cu stomers for each
product and service or each group o f similar products and services.  Refer to ASC 280 -
10-50-40 and 280 -10-50-38.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accurac y
and adequacy of the disclosures they have made.

 In responding to our comments, please provide a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

 You may contact Tracey McKoy, Staff Accountant, at (202) 551 -3772 or, in her absence ,
the undersigned Accounting Branch Chief at (202) 551 -3355 if you have questions regarding
comments on  the financial statements and related matters.

Sincerely,

        /s/ Terence O ’Brien

        Terence O’Brien
        Accounting Branch Chief