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CORRESP
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lsyn_corresp

By
EDGAR

May 20,
2020

Kathleen
Collins

Accounting
Branch Chief

Division
of Corporation Finance – Office of Technology

U.S.
Securities and Exchange Commission

100 F
Street, N.E.

Washington,
D.C. 20549-3628

Liberated Syndication Inc.

Form 8-K filed May 4, 2020

File
No. 000-55779

Dear Ms. Collins:

Liberated
Syndication Inc., a Nevada corporation (the “Company”
or “Libsyn”), hereby provides responses to comments
issued in a letter dated May 6, 2020 (the “Staff’s
Letter”) regarding the Company’s above-referenced
Current Report on Form 8-K (the “Form
8-K”).

In
order to facilitate your review, we have responded to each of the
comments set forth in the Staff’s Letter, on a point-by-point
basis. The numbered paragraphs set forth below respond to the
Staff’s comments and correspond to the numbered paragraphs in
the Staff’s Letter.

Form 8-K filed May 4, 2020

General

1. You
disclose that as a result of an error, your financial statements as
of and for the year ended, December 31, 2018 should no longer be
relied upon. Please explain to us how you considered the impact of
such error on each of the quarterly periods in fiscal 2018 and
2019. To the extent that the error materially impacted any of these
periods, revise to also disclose the quarterly periods that should
no longer be relied upon, and tell us how you intend to correct the
previously issued financial statements for such
periods.

RESPONSE: Upon being informed of the
error disclosed in the Form 8-K filed on May 4, 2020, the
Company’s Audit Committee first assessed the impact that the
restatement would have on the financial statements for the full
fiscal year and, upon determining that such impact would be
material, approved the Form 8-K for filing with disclosure
regarding the impact on the financial statements for the full
fiscal year. Following the filing of the Form 8-K, the Audit
Committee reviewed the impact of the error to the interim financial
statements for each of the first three quarters of 2018 and 2019
and determined that the error materially impacted such interim
financial statements and will file an amendment to the Form 8-K on
Form 8-K/A to include a reference to “the related interim
period financial statements and the first three quarters of
2019.” In addition, for the Staff’s information, the
Company plans to file related amendments to the quarterly reports
on Form 10-Q on Form 10-Q/A as soon as practicable.

2. In
your Form 10-K/A, you indicate management has concluded that both
your disclosure controls and procedures and internal control over
financial reporting were effective as of December 31, 2018. In
light of the restatement to your December 31, 2018 financial
statements, please explain to us how you reached these conclusions.
In your response tell us the reason for the ineffective controls
and procedures during each of the quarters of 2019.

RESPONSE: The Company respectfully
informs the Staff that the certifying officers believed the
certifications made in the Form 10-K/A filed on May 5, 2020, were
made with regard to the status quo as of the time of the original
filing. After further review in light of the Staff’s comment
and following discussion with counsel, the certifying officers have
determined that in view of the error subsequently discovered, as of
the end of the reporting period covered by the Form 10-K/A, both
its “disclosure controls and procedures” and
“internal control over financial reporting” were not
effective at the reasonable assurance level. A further amendment to
Form 10-K/A will be filed by the Company disclosing such
determination.

Regarding the
determination of ineffectiveness disclosed in the Quarterly Reports
on Form 10-Q for the first three quarters of 2019, and after
discussion with the certifying officers (including the
Company’s former Chief Financial Officer), we respectfully
inform the Staff that such determination was made after the Company
reviewed its disclosure controls and procedures following the
filing of its 10-K for the year ended December 31, 2018 and reached
the conclusion that the growth experienced by the Company in the
year then ended was likely to lead to challenges later in 2019
regarding the timely communication of information for accurate
reporting in its filings with the Commission. This likelihood was
confirmed in the course of preparing the Quarterly Report on Form
10-Q for the quarter ended March 31, 2019, and led the certifying
officers to include such determination in the relevant filing and
in the reports regarding the quarters ended June 30 and September
30, 2019.

Very
truly yours,

/s/
Gabriel
Mosey

Gabriel
Mosey

Interim
Chief Financial Officer