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VIA EDGAR Division of Corporation Finance Attention: Kathleen Collins The Crypto Company Item 4.02 Form 8-K filed June 9, 2025 File No. 000-55726

Re:

Dear Ms. Collins:

We are responding to the comments of the staff (the " Staff ") of the Securities and Exchange Commission (the " Commission ") contained in its letter dated June 10, 2025 (the " Comment Letter ") addressed to The Crypto Company (the " Company "), relating to the Company's Current Report on Form 8-K filed on June 9, 2025 (the " 8-K ").

In this response letter, we have recited the comments from the Staff in italicized, bold type and have followed the comments with the Company's response.

1. Please tell us how you determined the errors that resulted in the restatement of the financial statements included in the December 31, 2023 Form 10-K did not impact other periods, such as the interim periods included in the Forms 10-Q filed during fiscal 2023 and to date in fiscal 2024. Alternatively, revise your Item 4.02 Form 8-K to identify all previously issued financial statements, including interim periods that you have determined should no longer be relied upon.

The Company respectfully advises the Staff that the financial restatements included in the Form 10-K/A for the year ended December 31, 2023, related solely to errors that were identified in connection with the preparation of the fourth quarter and year-end financial statements for fiscal year 2023. These errors would have been identified during the Company's fourth quarter financial closing process and, accordingly, did not affect the financial statements for any of the interim periods during fiscal 2023. As a result, the Company determined that no restatements were required for the previously filed Forms 10-Q for the quarterly periods in 2023.

With respect to fiscal 2024, the Company believes that the disclosures included in Footnote 10 to the financial statements included in its Form 10-K for the year ended December 31, 2024, appropriately describe and quantify all adjustments made to the previously issued interim financial statements for 2024. For the Staff's convenience, we have included the full text of Footnote 10 below.

NOTE 10 - QUARTERLY RESTATEMENTS FOR 2024

As a result of the adjustments reflected in the Company's Form 10-K/A filing for December 31, 2023 filed on June 2, 2025 and due to certain year end adjustment for calendar 2024, the Company's previously filed quarterly financial statements have been restated. The restatements adjustment had no impact on 2024 ending quarterly cash balances. The impact on the Company's quarterly balance sheets and income statements for each quarter of 2024 is reflected below:

BALANCE SHEETS

March 31, 2024

March 31, 2024 June 30, 2024

June 30, 2024 September 2024

September 2024

As Filed Adjustments

Restated As Filed Adjustments

Restated As Filed Adjustments

Restated

ASSETS

Current assets:

Cash and cash equivalents $ 21,887

$ 21,887 $ 31,386

$ 31,386 $ 6,662

$ 6,662

Prepaid expenses 21,222

21,222 12,127

12,127 3,032

3,032

Total current assets 43,109

43,109 43,513

43,513 9,694

9,694

Goodwill 740,469 (740,469 ) (a) - 740,469 (740,469 ) (a) - 746,368 (746,368 ) (a) -

Intangible assets 520,004 (520,004 ) (a) - 509,171 (509,171 ) (a) - 509,171 (509,171 ) (a) -

Total assets $ 1,303,582 (1,260,473 )

$ 43,109 $ 1,293,153 (1,249,640 )

$ 43,513 $ 1,265,233 (1,255,539 )

$ 9,694

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:

Accounts payable and accrued expenses $ 2,953,990

$ 2,953,990 $ 3,104,926

$ 3,104,926 $ 3,303,247

$ 3,303,247

Notes, payable, net 2,430,530

2,430,530 2,697,085

2,697,085 2,608,735

2,608,735

Convertible notes 125,000

125,000 125,000

125,000 125,000

125,000

Total current liabilities 5,509,520

5,509,520 5,927,011

5,927,011 6,036,982

6,036,982

Other liabilities - 207,938 (c) 207,938 - 207,938 (c) 207,938 - 207,938 (c) 207,938

Notes payable other 13,156

13,156 12,979

12,979 12,802

12,802

Total liabilities 5,522,676 207,938

5,730,614 5,939,990 207,938

6,147,928 6,049,784 207,938

6,257,722

-

-

-

Convertible Notes

-

-

-

Stockholders' Deficit:

Common stock 1,071,111

1,071,111 1,981,881

1,981,881 2,312,971

2,312,971

Additional paid in capital 40,259,135

40,259,135 40,609,865

40,609,865 40,642,224 3,032,710 (b) 43,674,934

Accumulated deficit (45,549,340 ) (1,468,411 ) (a)(c) (47,017,751 ) (47,238,583 ) (1,457,578 ) (a)(c) (48,696,161 ) (47,739,745 ) (4,496,187 ) (a)(b)(c) (52,235,932 )

Total stockholders' deficit (4,219,094 ) (1,468,411 )

(5,687,505 ) (4,646,837 ) (1,457,578 )

(6,104,415 ) (4,784,550 ) (1,463,477 )

(6,248,027 )

Total liabilities and deficit $ 1,303,582 $ (1,260,473 )

$ 43,109 $ 1,293,153 $ (1,249,640 )

$ 43,513 $ 1,265,234 $ (1,255,539 )

$ 9,694

STATEMENTS OF OPERATIONS

Three months ended March 31,

Three months ended March 31,

Three months ended June 30,

Three months ended June 30,

Three months ended September 30,

Three months ended September 30,

As filed

Adjustments

As restated

As filed

Adjustments

As restated

As filed

Adjustments

As restated

Services

$ 15,806

$ 15,806

$ 9,841

$ 9,841

$ 10,299

$ 10,299

Cost of services

1,525

1,525

7,733

7,733

7,361

7,361

Gross profit

14,281

14,281

2,107

2,107

2,938

2,938

Operating expenses:

General and administrative expenses

442,831

442,831

243,823

243,823

309,364

309,364

Amortization

10,833

(10,833 )

(a)

-

10,833

(10,833 )

(a)

-

-

-

Stock based compensation

463,198

-

463,198

439,487

-

439,487

(281,088 )

3,032,710

(b)

2,751,622

Total operating expenses

916,862

(10,833 )

906,029

694,143

(10,833 )

683,310

28,276

3,032,710

3,060,986

Loss from operations

(902,581 )

10,833

(891,748 )

(692,036 )

10,833

(681,203 )

(25,338 )

(3,032,710 )

(3,058,048 )

Other income (expense)

-

-

-

Interest (expense)

(200,157 )

(200,157 )

(193,192 )

(193,192 )

(76,807 )

(76,807 )

Loss before provision of income taxes

(1,102,738 )

10,833

(1,091,905 )

(885,228 )

10,833

(874,395 )

(102,145 )

(3,032,710 )

(3,134,855 )

Provision for income taxes (benefit)

-

-

-

Net loss

$ (1,102,738 )

10,833

$ (1,091,905 )

$ (885,228 )

10,833

$ (874,395 )

$ (102,145 )

(3,032,710 )

$ (3,134,855 )

Net loss per share

$ (0.00 )

$ (0.00 )

$ (0.00 )

$ (0.00 )

$ (0.00 )

$ (0.00 )

Weighted average shares basic and dilutes

902,542,121

902,542,121

1,981,881,172

1,981,881,172

2,007,990,481

2,007,990,481

Adjustments

(a) To reflect the write-off of the goodwill and intangible assets of BTA which was written off pursuant to the Company's June 2, 2024 10-K/A filing for the year ended December 31, 2023

(b) To reflect the value of voting preferred stock of $3,302,710 granted to the Company's CEO

(c)

To record the reclassification of $207,938 initially recorded as revenue in 2023 that was reclassified to other liabilities due the Company's inability to support revenue recognition under the guidelines of ASC 606

Accordingly, the Company will amend its Item 4.02 Form 8-K to identify the fiscal 2024 interim periods that should no longer be relied upon as a result of these adjustments.

2. Please amend your Item 4.02 Form 8-K to remove your statement that the information is not deemed filed for purposes of Section 18 of the Exchange Act of 1934, or otherwise subject to the liabilities of that section. We refer you to the Instructions B.2 to the Form 8-K requirements, which limits furnished reports to those provided pursuant to Item 2.02 or 7.01.

We acknowledge the Staff's comment and will amend our Item 4.02 Form 8-K to remove the referenced statement regarding Section 18 of the Exchange Act.

***

In connection with the above-referenced filings by the Company, the Company acknowledges that: (1) it is responsible for the adequacy and accuracy of the disclosure in the 8-K; (2) Staff comments or changes to disclosures in response to Staff comments in the 8-K reviewed by the Staff do not foreclose the Commission from taking any action with respect to the 8-K and (3) it 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.

We believe that we have adequately responded to the Staff's comments. Please direct any questions or comments regarding this letter or the Comment Letter to Alan A. Lanis, Jr., Esq. at Baker Hostetler LLP, at (310) 442-8828. Thank you.

Sincerely,
The
Crypto Company