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December 15, 2023
John Santos
Chief Executive Officer
Howloo, Inc.
395 E Lincoln Ave.
Labelle, FL. 33935
Re:Howloo, Inc.
Offering Statement on Form 1-A
Filed on November 17, 2023
File No. 024-12359
Dear John Santos:

            We have reviewed your offering statement and have the following comments.
            Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe a comment applies 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 this letter, we may have additional comments.
Offering Statement on Form 1-A filed November 17, 2023
Cover Page
1.Please disclose the percentage of voting power that your chief executive officer will hold
after this offering, including the irrevocable voting proxies.
2.Please amend the disclosure in your offering circular and in Part I of Item 4 of your Form
1-A to disclose the aggregate offering price of your offering.  In this regard, while you
disclose the total maximum price to investors with the processing fee, you do not include
an aggregate offering price as defined in Rule 251(a).  When calculating the aggregate
offering price, please include the value of the shares paid as commissions to StartEngine
Primary, the value of the shares being offered to investors and the value of the bonus
shares, if you intend to use Regulation A for the issuance of such shares.  Refer to the
Note to Paragraph (a) in Rule 251 of Regulation A.  Please ensure that the aggregate
offering price disclosed in Part I is consistent with the aggregate offering price disclosed
in your offering circular.

 FirstName LastNameJohn Santos
 Comapany NameHowloo, Inc.
 December 15, 2023 Page 2
 FirstName LastNameJohn Santos
Howloo, Inc.
December 15, 2023
Page 2
Financial Statements, page 1
3.Please revise to present earnings per share data and any related disclosures required by
ASC 260-10-45 and 260-10-50 on the face of the financial statements.  Also, please
include the applicable disclosures required by ASC 505-10-50-2 and 50-3 in regards to
your equity.
The subscription agreement has a forum selection provision..., page 7
4.We note your disclosure that "[w]e believe that the exclusive forum provision applies to
claims arising under the Securities Act," however, we also note Section 7 of the
subscription agreement states "[n]othing in this paragraph shall be construed to be
applicable to any action arising under the Federal Securities laws." Please revise or
clarify.
Bonus Shares for StartEngine OWNers, page 11
5.We note your disclosure that investors "who are members of the StartEngine OWNers
Bonus program, who invest in this offering are entitled to 10% Bonus Shares of our
Preferred Stock." Please clarify whether these investors will be entitled to bonus shares of
your preferred stock or common stock.
Our Business, page 14
6.We note your disclosure that you "work with local co-ops and farmers that grow this high-
quality coffee." Please expand your disclosure here to discuss any reliance on one or a few
major suppliers of your coffee beans.
Exhibits
7.If applicable, please have counsel revise Exhibit 12 to cover the shares that will be paid as
commission by the company to StartEngine Primary.
General
8.We note your disclosure in your table on page 8 that you have 14,352,000 shares of
common stock owned by your founders. We also note that your table on page 18 states
that your directors and officers as a group own 12,916,800 shares of your common stock.
Please revise your table on page 8 to define "Common Stock (Founders)" and, if
necessary, revise the beneficial ownership table on page 18.
            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

 FirstName LastNameJohn Santos
 Comapany NameHowloo, Inc.
 December 15, 2023 Page 3
 FirstName LastName
John Santos
Howloo, Inc.
December 15, 2023
Page 3
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff. We also remind you that, following qualification of your Form 1-A, Rule 257
of Regulation A requires you to file periodic and current reports, including a Form 1-K which
will be due within 120 calendar days after the end of the fiscal year covered by the report.
            Please contact Jeff Gordon at 202-551-3866 or Claire Erlanger at 202-551-3301 if you
have questions regarding comments on the financial statements and related matters. Please
contact Bradley Ecker at 202-551-4985 or Evan Ewing at 202-551-5920 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing