SecProbe.io

April 15, 2020
Michael Behrens
Chief Executive Officer
My Racehorse CA LLC
250 W. 1st Street, Suite 256
Claremont, CA 91711
Re:My Racehorse CA LLC
Offering Statement on Form 1-A Post Qualification Amendment No. 9
Filed April 7, 2020
File No. 024-10896
Dear Mr. Behrens:
            We have reviewed your amendment and have the following 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 offering statement and providing the
requested information.  If you do not believe our comments 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 offering statement and the information you
provide in response to these comments, we may have additional comments.
Post Qualification Amendment No. 9 to Form 1-A
Financial Statements, page F-1
1.Please update your financial statements and management’s discussion and analysis of
financial condition and results of operations for the year ended December 31, 2019, as
required by Part F/S (b)(3)(A) of Form 1-A.  As a related matter, please update your
executive compensation section for the most recently completed fiscal year end to comply
with Item 11 of Form 1- A.

 FirstName LastNameMichael Behrens
 Comapany NameMy Racehorse CA LLC
 April 15, 2020 Page 2
 FirstName LastName
Michael Behrens
My Racehorse CA LLC
April 15, 2020
Page 2
Exhibit 12.1
Legal Opinion, page II-2
2.Please have counsel opine whether purchasers of the Interest will have any obligation to
make payments to the limited liability company or its creditors (other than the purchase
price for the Interests) or contributions to the limited liability company or its creditors
solely by reason of the purchasers' ownership of the Interest. Refer to Staff Legal Bulletin
No. 19, Section II.B.1.b.

            We will consider qualifying your offering statement at your request.  If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have
FINRA advise us that it has no objections to the compensation arrangements prior to
qualification.
            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.
            You may contact Scott Anderegg, Staff Attorney at 202-551-3342 or Jennifer Lopez-
Molina, Staff Attorney at 202-551-3792 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services