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BITMINE IMMERSION
TECHNOLOGIES, INC.

2030 Powers
Ferry Road SE, Suite 212

Atlanta, Georgia
30339

October 6, 2023

Mr. Dave Irving

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-3561

 Re: Bitmine Immersion Technologies, Inc.

    Form 10-K Filed December 9, 2022

    Form 10-Q Filed July 14, 2023

    File No. 000-56220

Dear Mr. Irving:

Set forth below are the responses of
Bitmine Immersion Technologies, Inc. (the “Company”, “we”, “us” or “our”)
to comments received from the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange
Commission (the “Commission”) by letter dated August 28, 2023, with respect to the Company’s Form 10-K for the
year ended August 31, 2022 and its Form 10-Q for the quarter ended May 31, 2023 (the “SEC Reports”).

Form 10-K for the Period Ended August 31, 2022

General

 1. Provide disclosure of any significant crypto asset market developments material to understanding or assessing your business, financial
condition and results of operations, or share price since your last reporting period, including any material impact from the price volatility
of crypto assets. In addition, and to the extent material, discuss how recent bankruptcies in the crypto asset market and the downstream
effects of those bankruptcies have impacted or may impact your business, financial condition, customers, and counterparties, either directly
or indirectly. Clarify whether you have material assets that may not be recovered due to the bankruptcies or may otherwise be lost or
misappropriated.

Response: Attached hereto as Exhibit A is
the risk factor section as Company expects to file it in its Form 10-K for the year ended August 31, 2023, which is due in late November
2023 (the “Updated Risk Factors.)1 The Updated
Risk Factors include additional risk factors, which include the risks associated with recent crypto market developments, the price volatility
in crypto markets and recent bankruptcies of industry participants (Risk Factor 7, 50 and 73). The Company does not have any exposure
in recent bankruptcies, and that fact is also addressed in the risk factors. (Risk Factor 7)

 2. If material to an understanding of your business, describe any direct or indirect exposures to other counterparties, customers,
custodians, or other participants in crypto asset markets, including Gemini, known to:

 • Have filed for bankruptcy, been decreed insolvent or bankrupt, made any assignment for the benefit
of creditors, or have had a receiver appointed for them.

 • Have experienced excessive redemptions or suspended redemptions or withdrawals of crypto assets.

 • Have the crypto assets of their customers unaccounted for.

 • Have experienced material corporate compliance failures.

Please also revise your risk factor
disclosure as appropriate.

_________________

1
In order to reference the location of risk factors for this letter, the risk factors have been numbered.

    Mr. Dave Irving

Securities and Exchange Commission

October 6, 2023

Page 2

Response: To the Company’s knowledge, it
does not have any direct or indirect exposure to third parties that meet any of the specific conditions described in the comment. We understand
that about 340,000 customers of Gemini who invested in the Gemini Earn program with Genesis Capital have had their accounts frozen by
the bankruptcy of Genesis. The amount frozen is allegedly around $900 million. However, we also understand that any liability of Gemini
relating to that bankruptcy matter is segregated from the type of account that we have with Gemini. Nevertheless, as indicated in the
Updated Risk Factors, the Company minimizes its exposure to Gemini by keeping most of its bitcoin assets in cold storage, only transfers
them to Gemini when necessary to liquidate them, and then transfers the proceeds out of Gemini the same day that the bitcoin is liquidated.
As a result, the Company may experience a small loss if Gemini filed for bankruptcy in the brief window of time in which it has custody
of the Company’s cash or bitcoin, but otherwise the Company does not believe its assets would be at risk in a Gemini bankruptcy.
(Risk Factors 8 and 50) Also, the Company has mitigated the risk of relying on Gemini as its vendor for liquidating bitcoin by seeking
to open accounts at other firms, and to that end has already opened an account at Bitgo. (Risk Factors 8 and 50)

We note that the Company is, like all companies,
subject to the general risk that certain material counterparties cannot fulfill their obligations. The Updated Risk Factors include an
additional risk factor addressing general counterparty risk, and identifies the two counterparty’s that the Company believes present
the only material risks at this time (Trinidad Mining and the Pecos Joint Venture). (Risk Factor 34)

Item 1. Business, page 1

 3. Describe your plan of operations for the next 12 months, providing specific details of your plan, including milestones, the anticipated
timeframe for beginning and completing each milestone, anticipated expenses associated with each milestone and the expected sources of
funding. Please explain how the company intends to meet each of the milestones if it cannot receive funding. Refer to Item 101(a)(2) of
Regulation S-K.

Response: The Company cannot provide this level
of detail of its future business operations due to the nature of the business it is in, and believes that any attempt to provide that
sort of detail would be inherently misleading to investors. The amount of bitcoin generated as revenues is strongly correlated to the
amount of computing power deployed by a mining company, which is strongly correlated to the amount of capital available to purchase and
install new computing power. Any plan or milestone is meaningless without a source of capital to fund it. There is no way that a company
in this industry can predict the amount or timing of capital that it will be able to raise, such that any projections based on highly
uncertain capital raises would be more likely to mislead, than inform, investors about the Company’s future prospects. As we note
in Risk Factor 2, we currently lack the capital to open material additional facilities or materially expand our additional facilities
and we have hired investment bankers to assist us in raising capital, but there is no assurance they will be successful.

Furthermore, nothing in Item 101 of Regulation
S-K requires the level of detail requested by the comment. The subsection of Rule 101 cited in the comment only requires that a company
provide “an update to the general development of its business, disclosing all of the material developments that have occurred since
the most recent registration statement or report that includes a full discussion of the general development of its business.” The
Company provides this sort of update in every Form 10-K and 10-Q that it files.

Item 101(a)(3)(iii)(B)(1) only requires disclosure
of the registrant’s “opinion” of the period of time that that the offering proceeds will cover its cash requirements.
While the section provides that a cash budget may be provided to the Commission, it also provides that it need not be included in the
registration statement itself. The Company believes that its existing practice of providing an update of major business developments in
every Form 10-K and 10-Q that it files, and its opinion of how long it can operate with its current and expected liquidity, along with
the sources of its liquidity, is exactly what is required of Item 101 and is consistent with the practice of other registrants.

    Mr. Dave Irving

Securities and Exchange Commission

October 6, 2023

Page 3

 4. Please provide a quantified breakeven analysis that compares the cost to earn/mine the crypto assets with the value of those crypto
assets.

Response: In future filings, the Company intends
to include in its management’s discussion section a table that shows for the current and prior period data that will enable an investor
to analyze the profitability of the Company’s operations, including the cost of mining per bitcoin earned in the period (with costs
broken out separately for major categories of expenses included cost of sales), the average revenue of each bitcoin mined, the cost of
mining as a percentage of average bitcoin revenue, the total amount of bitcoin mined in the period, the total kwh’s used, the total
energy expense and energy expense as a percentage of bitcoin mining revenue. The Company has observed some mining firms begin to include
such disclosure, which will serve as a model for the Company’s disclosure.

Company Overview, page 2

 5. Please expand your disclosure regarding the joint arrangement entered for a location and power purchase agreement in Pecos, Texas
to include the parties and material terms including any termination provisions and file the agreement as an exhibit.

Response: Attached hereto as Exhibit B is
the proposed disclosure of the Company’s Pecos joint venture, which we intend to include in the next Form 10-K. Note that there
are no provisions that allow either party to terminate the relationship. The Company will file the following agreements as exhibits to
the Form 10-K: the Operating Agreement for ROC Digital Mining I, LLC, which serves as the operating entity), the Operating Agreement for
ROC Digital Mining Manager, LLC (which serves as the managing member of ROC Digital Mining I, LLC, and the documents executed in connection
with the sale of equipment to ROC Digital Mining I, LLC (Transfer, Bill of Sale and Assignment; Promissory Note; and Security Agreement).

 6. Refer to your statement "[W]e have the right to terminate our agreement with TSTT at any time that the price for electricity
consumption exceeds $0.05 per kwh" and advise us of the basis for this termination right. Also, if any Statements of Work have been
executed, please file these as exhibits or advise.

Response: The right to terminate if the price of
electricity exceeds $0.05 per kwh is contained in a separate Statement of Work, which will be filed as an exhibit to the next Form 10-K.

 7. We note your statement in the penultimate paragraph on page 2 and the second bullet point on page 3 and on page 51 that your mining
activities are “in exchange for digital asset rewards (primarily bitcoin).” Please tell us, and disclose in future filings,
any other crypto assets received and clarify your use of “primarily.”

Response: To date, all digital asset rewards have
been in bitcoin, and the Company has no plans at this time to mine for any other digital assets. Thus, the use of “primarily”
was only intended to reserve the Company’s right to mine for other types of digital assets. In future filings, including the next
Form 10-K, the language will be changed to better reflect what has been mined to date and the future intent with regard to other types
of digital assets.

    Mr. Dave Irving

Securities and Exchange Commission

October 6, 2023

Page 4

 8. We note your disclosure on pages 2 and 58 that you participate in mining pools and have executed contracts “with the mining
pool operators to provide computing power to the mining pool.” With regards to your hosting service, please clarify whether hosting
customers have full control over the pool utilized by the mining machines held by the Company and whether mining rewards are paid directly
to customers’ wallets by the mining pool or if they are paid to the Company and then disbursed to the hosting customer. Please also
revise to disclose:

 • the mechanics of how revenues are split in the pools in which you participate;

 • the material terms of your mining pool agreements and file these agreements as exhibits;

 • the percentage of your Bitcoin hashing power contributed to mining pools;

 • the total hashing power of each pool and the percentage thereof contributed by your miners;

 • how the pools hold your proportion of mining rewards and the duration thereof; and

 • whether the pool operators have insurance for theft or loss and the risks associated with transferring
crypto assets.

Response: Below are answers to each of the questions
in this comment, and how the Company intends to address the issue, if at all, in its disclosures:

 · Customers have full control over the pool utilized by their miners, i.e., they can elect to use the pool that the Company uses for
its self-mining operations or can specify a different pool. We will disclose this aspect of the hosting business in Item 1.

 · Customers currently have the option of having mining rewards paid to an account of the Company, an account of the customer, or split
by the pool between the Company and the customer (but only for those pools that offer that capability). Where mining rewards are paid
all to the Company, the Company historically pays the customer its share daily by cold wallet transfer. Where the mining rewards are paid
to the customer, the Company bills the customer monthly for its share, and the amount due is settled monthly. We will disclose this aspect
of the hosting business in Item 1. However, as indicated in our response to Comment No. 26, we expect that our model in the future will
be to provide that mining rewards are paid to the customer.

 · We will disclose the percentage of hashing power of the Company’s self-mining operations allocated to each pool for each accounting
period. Other miners disclose this in the notes to the financial statements, and the Company intends to do likewise.

 · We do not know the total hashing power of each pool or our percentage of the total hashing power, and it is actually not a relevant
fact. Mining pools pay rewards in two different ways: as a percentage of the total reward received by the mining pool each day (the “Actual
Reward Method”); or based on the theoretical reward the pool participant should have received each day based on its hashing
power contributed to the pool each day times the difficulty index (the “Expected Reward Method”). We only use mining
pools that pay rewards under the Expected Reward Method, which means that we can easily verify that we have received the proper reward
since we also know the hashing power we have contributed and the difficulty index, which is publicly available. We will disclose this
aspect of our mining/hosting business in Item 1.

    Mr. Dave Irving

Securities and Exchange Commission

October 6, 2023

Page 5

 · The pools in which we participate pay mining rewards daily. Therefore, on any given day we have very little at risk with any pool.
Also, if a pool ever withheld our reward for any reason, would have the power to remove our machines from the pool instantly. Also, other
pools allow one to sign up instantly, and thus switching pools would cause little if any downtime where the miners were not being utilized
in mining. Therefore, we do not believe that a default by a pool is a material risk or, if it happened, could cause a material loss. We
will disclose this aspect of our mining/hosting business in Item 1.

 · We do not know if any pools have insurance against loss, but as noted above, we do not consider theft or loss by a pool to be a material
risk given that we never have any material assets at risk in a pool. We believe the existing risk factors already addressed the risks
of holding and transferring bitcoin, so no change was made in regard to that question.

Revenue Sources, page 3

 9. You disclose that you do not have a set policy in regard to how long you hold crypto assets that you receive as payment, other
than to "immediately sell digital assets as needed to pay operating expenses or for capital expenditures." Please revise to
discuss: (i) the average period between receipt of your crypto assets and the subsequent sale and (ii) any risks to your liquidity caused
by volatility in crypto asset pricing.

Response: We have h