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Correspondence 0001493152-23-021325 from BranchOut Food Inc. (BOF)

BranchOut Food Inc.
Date: June 14, 2023 · CIK: 0001962481 · Accession: 0001493152-23-021325

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File numbers found in text: 333-271422

Date
June 14, 2023
Author
Chief
Form
CORRESP
Company
BranchOut Food Inc.

Letter

VIA EDGAR Division of Corporation Finance Washington, DC 20549 Re: BranchOut Food Inc. Registration Statement on Form S-1 File No. 333-271422

Dear Ladies and Gentlemen:

On behalf of BranchOut Food Inc. (the “Company”), and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), we hereby request that the effective date of the above-referenced Registration Statement on Form S-1 be accelerated so that it will be declared effective at 5:00 p.m., Eastern Time, on Thursday, June 15, 2023, or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission. By separate letter, the underwriter of the offering of the securities being registered join in this request for acceleration.

Please do not hesitate to contact Dane Johansen of Parr Brown Gee & Loveless at 801 257-7935 with any questions or comments with respect to this letter.

The Company hereby acknowledges that:

● Should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

● The action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility for the accuracy and adequacy of the disclosure in the Registration Statement; and

● The Company may not assert the Commission’s comments or the declaration of the Registration Statement’s effectiveness as a defense in any proceedings initiated by the Commission or any person under the federal securities laws of the United States.

Very
truly yours,
BranchOut
Food Inc.

Show Raw Text
CORRESP
1
filename1.htm

BranchOut
Food Inc.

205
SE Davis Ave., Suite C

Bend,
Oregon 97702

June
14, 2023

VIA
EDGAR

U.S.
Securities and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
DC 20549

    Re:
    BranchOut
    Food Inc.

    Registration
    Statement on Form S-1

    File
    No. 333-271422

Dear
Ladies and Gentlemen:

On
behalf of BranchOut Food Inc. (the “Company”), and pursuant to Rule 461 under the Securities Act of 1933, as amended (the
“Securities Act”), we hereby request that
the effective date of the above-referenced Registration Statement on Form S-1 be accelerated so that it will be declared effective at
5:00 p.m., Eastern Time, on Thursday, June 15, 2023, or at such later time as the Company or its counsel may orally request via telephone
call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission. By separate letter, the underwriter
of the offering of the securities being registered join in this request for acceleration.

Please
do not hesitate to contact Dane Johansen of Parr Brown Gee & Loveless at 801 257-7935 with any questions or comments with respect
to this letter.

The
Company hereby acknowledges that:

 ● Should
                                            the Commission or the staff, acting pursuant to delegated authority, declare the filing effective,
                                            it does not foreclose the Commission from taking any action with respect to the filing;

 ● The
                                            action of the Commission or the staff, acting pursuant to delegated authority, in declaring
                                            the Registration Statement effective, does not relieve the Company from its full responsibility
                                            for the accuracy and adequacy of the disclosure in the Registration Statement; and

 ● The
                                            Company may not assert the Commission’s comments or the declaration of the Registration
                                            Statement’s effectiveness as a defense in any proceedings initiated by the Commission
                                            or any person under the federal securities laws of the United States.

    Very
    truly yours,

    BranchOut
    Food Inc.

    By:
    /s/
    Eric Healy

    Name:
    Eric
    Healy

    Title:
    Chief
    Executive Officer