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Attorneys at Law

641 Lexington Avenue | 14th Floor

New York, New York 10022

Dial: 212.335.0466

Fax: 917.688.4092

info@foleyshechter.com

www.foleyshechter.com

    January 3, 2025

Via EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Technology

Mail Stop 3561

Washington, D.C. 20549

    Attn:
     Uwem Bassey and Mitchell Austin

    Re:
    PodcastOne, Inc.

    Registration Statement on Form S-3

    Filed December 13, 2024

    File No. 333-283818

Ladies and Gentlemen:

This firm is outside corporate
and securities counsel to PodcastOne, Inc. (the “Company”). We are submitting this letter on behalf of the Company
in response to comments from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”)
issued to the Company in the Staff’s letter, dated December 20, 2024 (the “Letter”), relating to the Company’s
Registration Statement on Form S-3 (File No. 333-283818) filed with the Commission on December 13, 2024 (the “Registration
Statement”).

The numbered paragraphs below
correspond to the numbered comments in the Letter and for convenience the Staff’s comments are included and presented in bold italics
directly above the Company’s response. In addition to addressing the comments raised by the Staff in the Letter, the Company has
revised the Registration Statement accordingly and concurrently herewith is filing Amendment No. 1 to the Registration Statement (“Amendment
No. 1”).

{continued on following page}

Registration Statement on Form S-3

General

    1.
    Please revise the cover page and elsewhere to disclose the number of warrants  covered by this registration statement. Also, please include a revised legality opinion that specifies the number of warrants covered by the legality opinion. Lastly, ensure you provide the selling stockholder disclosure required by Item 507 of Regulation S-K for the warrants.

The Company respectfully acknowledges
the Staff’s comment and has revised the disclosure on the cover page, throughout Amendment No. 1 and in the legality opinion accordingly. The
Company has also revised the selling stockholder disclosure in Amendment No. 1 accordingly.

Signatures, page II-6

    2.
    We note your principal executive officer signed the registration on behalf of the registrant. Please also ensure your principal executive officer signs the registration statement in his individual capacity.

The Company respectfully
acknowledges the Staff’s comment and has revised the signature page of Amendment No. 1 accordingly.

* * *

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We hope that the Staff will
be able to accommodate the Company by responding to this response letter as soon as practicable. In the meantime, should members of the
Staff have any questions or comments, or require any additional information regarding any of the responses or Amendment No. 1, please
contact the undersigned at 212-335-0466 or sablovatskiy@foleyshechter.com or Jonathan Shechter, Esq. at 212-335-0465 or js@foleyshechter.com.

    Sincerely,

    FOLEY SHECHTER ABLOVATSKIY LLP

    /s/ Sasha Ablovatskiy

    Sasha Ablovatskiy, Esq.

    For the Firm

    cc:
    PodcastOne, Inc.

Kit Gray, President

Aaron Sullivan, Chief Financial Officer

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