SEC Company Response from 4Less Group, Inc. (FLES) (CIK 0001438901) — Aug 13, 2021
4Less Group, Inc. (FLES) (CIK 0001438901)
Date: Aug. 13, 2021 · CIK: 0001438901 · Accession: 0001161697-21-000377
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File numbers found in text: 333-258521
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CORRESP
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The 4Less Group, Inc.
106 W. Mayflower
Las Vegas, Nevada 89030
(702) 267-6100
August 13, 2021
CORRESPONDENCE FILED ON EDGAR
Securities and Exchange Commission
Division of Corporation Finance
Office of Trade & Services
100 F Street N.E.
Washington, D.C. 20549
Mail Stop 456
Attn: Brian Fetterolf, Attorney
Re:
The 4Less Group, Inc. (referred to herein as the “Registrant”)
Registration Statement filed on Form S-1 Originally filed on August 5,
2021
File No. 333-258521
Dear Sir or Madam:
Pursuant to Rule 461 promulgated under the Securities
Act of 1933, as amended, The 4Less Group, Inc. (the “Registrant”,) hereby requests acceleration of the effective date of its
Registration Statement on Form S-1 (File No. 333-258521) filed originally on August 5, 2021 (the “Registration Statement”),
so that it may become effective at 3 p.m., Eastern Daylight Time, on August 18, 2021, or as soon as practicable thereafter.
The Registrant hereby acknowledges that:
(i) should the Securities
and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the Registration
Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;
(ii) the action of the Commission
or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant
from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and
(iii) the Registrant may
not assert comments of the Commission or the staff and the declaration of effectiveness of the Registration Statement as a defense in
any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Should there be any questions or concerns regarding
this request, please direct such request to our Securities Counsel, Frederick M. Lehrer of Frederick M. Lehrer, P. A., at flehrer@securitiesattorney1.com.
Sincerely yours,
/s/ Tim Armes
Tim Armes
Chief Executive Officer