SecProbe.io

January 29, 2020
Tomoo Yoshida
Chief Executive Officer
Exceed World, Inc.
1-2-38-6F, Esaka-cho
Suita-shi, Osaka 564-0063, Japan
Re:Exceed World, Inc.
Registration Statement on Form S-1
Filed January 14, 2020
File No. 333-235912
Dear Mr. Yoshida:
            We have limited our review of your registration statement to the issue we have addressed
in our comment.  In our comment, 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 comment applies 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 this comment, we may have additional comments.
Registration Statement on Form S-1 filed January 14, 2020
General
1.Please update your financial statements in accordance with Item 8-08 of Regulation S-X.
In this regard, please amend your filing to include audited financial statements for your
fiscal year ended September 30, 2019.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.

 FirstName LastNameTomoo Yoshida
 Comapany NameExceed World, Inc.
 January 29, 2020 Page 2
 FirstName LastName
Tomoo Yoshida
Exceed World, Inc.
January 29, 2020
Page 2
            Please contact Katherine Bagley at (202) 551-2545 or Lilyanna Peyser at (202) 551-3222
with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Conn Flanigan