SecProbe.io

July 21, 2014

Via E -mail
Doug Croxall
Chief Executive Officer and Chairman
Marathon Patent Group, Inc.
2331 Mill Road, Suite 100
Alexandria, VA 22314

Re: Marathon Patent Group, Inc.
Registration Statement on Form S -1
Filed June 24, 2014
  File No. 333 -196994

Dear Mr. Croxall :

We have limited our review of your registration statement to those issues we have
addressed in our 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 registration statement and providing the
requested information .  If you do not believe our com ments 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 registration statement and the information you
provide in response to these  comments, w e may have  additional comments.

General

1. Please be advised that we will send you comments regarding your confidential treatment
request separately.  Any such comments will need to be resolved prior to the effective
date of the registration statement.

Management’s Discussion and Analysis of Financial Condition and Results of Operation s

Results of Operations

For the Three Months Ended March 31, 2014 and 2013, page 24

2. We note that you generated revenues from two settlement and license agreements for th e
three months ended March 31, 2014.  Please revise your disclosure to provide context
concerning the activities that resulted in this portion of your revenues.  We refer you to

Doug Croxall
Marathon Patent Group, Inc.
July 21, 2014
Page 2

 comment 5 in our letter dated May 9, 2014 and comment 1 in our letter dated Ju ne 10,
2014  relating to the Form 10 -K for the  fiscal  year ended December 31, 2013 .

Selling Stockholders, page 47

3. We note that to the best of your knowledge none of the s elling stockholders is a broker -
dealer or an affiliate of a broker -dealer other than  as described in the footnotes.  Please
remove the knowledge qualifier.

Notes to Unaudited Consolidated Financial Statements

Note 8 – Subsequent Events

Completion of Acquisition, page F -51

4. We note that On May 2, 2014, you completed the acquisition of certain ownership rights
from TechDev Holdings, LLC, Granicus IP, LLC and The Spangenberg Family
Foundation for the Benefit of Children’s Healthcare and Education and pursuant to the
agreement, you acquired 100% of the limited liability company membership interests of
Dynamic Advances, LLC, IP Liquidity Ventures, LLC and Sarif Biomedical, LLC.
Please tell us how you evaluated the significance of the acquisition pursuant to Rule 8 -04
of Regulatio n S-X.  To the extent the acquisition is significant, revise to include the
financial statements required under Rules 8 -04 and 8 -05 of Regulation S -X.

Exhibit 23.1

5. We note that the auditor consents to the inclusion of their report dated March 31, 2014 on
the consolidated financial statements for the years ended December 31, 2013 and 2012.
Please revise to indicate whether the auditor also consents to the inclusion of the balance
sheets dated as of December 31, 2013 and 2012.  Note that this also applies to your 10 -
K/A for the fiscal year ended December 31, 201 3.  Also, revise to indicate whether the
auditor consents to the reference to the firm as “experts” as disclosed on page 58 of the
registration statement.

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 Act of 193 3 and
all applicable Securities  Act rules require.   Since the company and its management are in
possession of all fac ts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Notwithstanding our comments, in the event you request acceleration of the effective date
of the pending regist ration statement please provide  a written statement from the company
acknowledging that:

Doug Croxall
Marathon Patent Group, Inc.
July 21, 2014
Page 3

  should the Commission or the staff, acting pursuant to delegated authority, declare the
filing effective, it does not foreclose the Commission from taking any action with respect
to the filing;

 the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filing effective, does not relieve the company from its full responsibility for
the adequacy and accuracy of the disclosure in the filing; and

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

Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Secu rities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration statement.  Please allow
adequate time  for us to review any amendment prior to the requested eff ective date of the
registration statement.

You may contact David Edgar, Staff Accountant,  at (202) 551 -3459 or Patrick Gilmore,
Accounting Branch Chief,  at (202) 551 -3406  if you have questions regarding comments on the
financial statements and related matters.  Please contact  Mitchell Austin, Attorney -Advisor,  at
(202) 551 -3574 or me at (202) 551 -3453  with any other questions.

Sincerely,

 /s/ Jan Woo

Jan Woo
Attorney -Advisor

cc: Via E -Mail
 Harvey J. Kesner , Esq.
 Sichenzia Ross Friedman Ference LLP