SecProbe.io

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 ATLANTIC
INTERNATIONAL CORP.
270 Sylvan Road, Suite 2230
Englewood Cliffs, NJ 07632

 June 30, 2025

 Division of Corporation Finance

 Securities and Exchange Commission

 100 F Street, N.E.

 Washington, DC 20549

 Attention: Mr. Brian Fetterholf

 Re:
 Form S-1 Registration Statement

 File No. 333-288226

 Dear Mr. Fetterholf:

 Pursuant to Rule 461 promulgated
under the Securities Act of 1933, as amended, Atlantic International Corp. (the "Company") hereby requests that the effective
date of the Company's Registration Statement on Form S-3 be accelerated by the U.S. Securities and Exchange Commission (the "Commission")
to 4:00 p.m. (EST), on July 3, 2025, or as soon thereafter as is possible.

 In connection with the foregoing
request for acceleration of effectiveness, the Company hereby acknowledges the following:

 · should the Commission or its 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 filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure
in the filing; and

 · the Company may not assert staff comments or the declaration of effectiveness as
a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 ATLANTIC INTERNATIONAL CORP.

 /s/ Jeffrey Jagid

 By:
 Jeffrey Jagid, Chief Executive Officer

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 30, 2025

Jeffrey Jagid
Chief Executive Officer
ATLANTIC INTERNATIONAL CORP.
270 Sylvan Avenue, Suite 2230
Englewood Cliffs, NJ 07632

 Re: ATLANTIC INTERNATIONAL CORP.
 Registration Statement on Form S-3
 Filed June 23, 2025
 File No. 333-288226
Dear Jeffrey Jagid:

 This is to advise you that we have not reviewed and will not review your
registration
statement.

 Please refer to Rules 460 and 461 regarding requests for acceleration.
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.

 Please contact Brian Fetterolf at 202-551-6613 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: Elliot H. Lutzker
</TEXT>
</DOCUMENT>

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ATLANTIC
INTERNATIONAL CORP.

270 Sylvan Ave., Suite 2230

Englewood Cliffs, New Jersey 07632

January
24, 2025

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

Attention: Ms. Rucha Pandit

Re:  Atlantic International Corp.

    Form S-4 Registration Statement

    File No. 333-284049

Dear Ms. Pandit:

Pursuant to Rule 461 promulgated
under the Securities Act of 1933, as amended, Atlantic International Corp. (the “Company”) hereby requests that the effective
date of the Company’s Registration Statement on Form S-4 be accelerated by the U.S. Securities and Exchange Commission (the “Commission”)
to 4:00 p.m. (EST) on January 24, 2025, or as soon thereafter as possible.

In connection with the
foregoing request for acceleration of effectiveness, the Company hereby acknowledges the following:

 · should the Commission or its 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 filing effective, does not relieve the Company from its full responsibility for the
adequacy and accuracy of the disclosure in the filing; and

 · the Company may not assert staff comments or
the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities
laws of the United States.

    Atlantic International Corp

    /s/ Jeffrey Jagid

    By: Jeffrey Jagid
Chief Executive Officer

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January 24, 2025

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

Attention: Ms. Rucha Pandit

 Re: Atlantic International Corp.

Form S-4/A Registration Statement

File No. 333-284049

Dear Ms. Pandit:

Confirming
our telephone conversation today on behalf of Atlantic International Corp. (the “Company”), and with reference to the above-referenced
Registration Statement on Form S-4/A (the “Registration Statement”), the Company hereby withdraws its acceleration request,
dated January 23, 2025, in which the Company requested acceleration of the effectiveness of the Registration Statement at 4:00 p.m.,
Eastern time, on January 25 (sic), 2025, or as soon thereafter as possible.

  Davidoff Hutcher & Citron LLP

  By:
  /s/ Elliot H Lutzker

  Elliot H Lutzker, Partner

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ATLANTIC
INTERNATIONAL CORP.

270 Sylvan Ave., Suite 2230

Englewood Cliffs, New Jersey 07632

January
23, 2025

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

Attention: Ms. Rucha Pandit

Re:  Atlantic International Corp.

    Form S-4 Registration Statement

    File No. 333-284049

Dear Ms. Pandit:

Pursuant to Rule 461 promulgated
under the Securities Act of 1933, as amended, Atlantic International Corp. (the “Company”) hereby requests that the effective
date of the Company’s Registration Statement on Form S-4 be accelerated by the U.S. Securities and Exchange Commission (the “Commission”)
to 4:00 p.m. (EST) on January 25, 2025, or as soon thereafter as possible.

In connection with the
foregoing request for acceleration of effectiveness, the Company hereby acknowledges the following:

 · should the Commission or its 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 filing effective, does not relieve the Company from its full responsibility for the
adequacy and accuracy of the disclosure in the filing; and

 · the Company may not assert staff comments or
the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities
laws of the United States.

    Atlantic International Corp

    /s/ Jeffrey Jagid

    By: Jeffrey Jagid
Chief Executive Officer

January 2, 2025
Jeffrey Jagid
Chief Executive Officer
Atlantic International Corp.
270 Sylvan Avenue, Suite 2230
Englewood Cliffs, New Jersey 07632
Re:Atlantic International Corp.
Registration Statement on Form S-4
Filed December 26, 2024
File No. 333-284049
Dear Jeffrey Jagid:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration. 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.
            Please contact Rucha Pandit at 202-551-6022 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Elliot H. Lutzker

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DAVIDOFF
HUTCHER & CITRON LLP

ATTORNEYS
AT LAW

605
THIRD AVENUE

NEW
YORK, NEW YORK 10158

WRITER'S
DIRECT: (646) 428-3210

E-MAIL
ADDRESS: ehl@dhclegal.com

July
19, 2024

BY
EDGAR

Ms.
Jenna Hough

Mr.
Dietrich King

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

 Re: Atlantic
                                            International Corp.

                                            Amendment No. 1 to Registration

                                            Statement on Form S-1 First Filed

                                            on July 2, 2024

                                            (File 333-280653)

Ladies
and Gentlemen:

On
behalf of our client, Atlantic International Corp., a Delaware corporation (the “Company”), and pursuant to the applicable
provisions of the Securities Act of 1933, as amended (the “Securities Act”), and the rules promulgated thereunder, we hereby
submit Amendment No. 1 to the Company’s Registration Statement on Form S-1. Responses of the Company to comments received from
the Staff of the Commission (the “Staff”) in a letter dated July 16, 2024 were filed with the Commission with Edgar Correspondence
on July 18, 2024.

    Very truly yours,

    DAVIDOFF HUTCHER & CITRON LLP

    By:
    /s/ Elliot H. Lutzker

    Elliot H. Lutzker, Partner

EHL:esm

cc
(by e-mail): Mr. Jeffrey Jagid

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ATLANTIC INTERNATIONAL CORP.

270 Sylvan Road, Suite 2230

Englewood Cliffs, NJ 07632

July 18, 2024

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

Attention: Ms. Jenna Hough

 Re: Form S-1 Registration Statement

    File No. 333-280653

Dear Ms. Hough:

Pursuant to Rule 461 promulgated
under the Securities Act of 1933, as amended, Atlantic International Corp. (the “Company”) hereby requests that the effective
date of the Company’s Registration Statement on Form S-1 be accelerated by the U.S. Securities and Exchange Commission (the “Commission”)
to 4:00 p.m. (EST), on July 22, 2024, or as soon thereafter as is possible.

In connection with the foregoing
request for acceleration of effectiveness, the Company hereby acknowledges the following:

 ● should the Commission or its 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 filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure
in the filing; and

 ● the Company may not assert staff comments or the declaration of effectiveness as
a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

    ATLANTIC INTERNATIONAL CORP.

    /s/ Christopher Broderick

    By:
    Christopher Broderick,

 Chief Financial Officer

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DAVIDOFF HUTCHER & CITRON LLP

ATTORNEYS AT LAW

605 THIRD AVENUE

NEW YORK, NEW YORK 10158

WRITER'S DIRECT: (646) 428-3210

E-MAIL ADDRESS: ehl@dhclegal.com

July 17, 2024

BY EDGAR

Ms. Jenna Hough

Mr. Dietrich King

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 Re: Atlantic International Corp.

Registration Statement on Form S-1

File 333-280653

Ladies and Gentlemen:

On behalf of our client, Atlantic
International Corp., a Delaware corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act
of 1933, as amended (the “Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the
responses of the Company to comments received from the Staff of the Commission (the “Staff”) in a letter dated July 16, 2024
(the “Comment Letter”). The discussion below is presented in the order of the numbered comments in the Comment Letter. Certain
capitalized terms set forth in this letter are used as defined in the Registration Statement.

The Company has asked us to
convey the following responses to the Staff:

Registration Statement on Form S-1 filed July
2, 2024

Cover Page

 1. We note your common stock is currently quoted on the OTC Pink marketplace. Please note that the OTC Pink
marketplace is not an established public trading market into which a selling shareholder may offer and sell shares at other than a fixed
price. Accordingly, please revise your cover page disclosure, and make corresponding changes elsewhere in the prospectus, to disclose
a fixed price at which the selling stockholders will offer and sell shares. Refer to Item 501(b)(3) of Regulation S-K.

Response No. 1:

We propose to amend the cover
page of the final prospectus as well as the Plan of Distribution to provide for the following disclosures. Our common stock is quoted
on the Pink Open Market tier operated by OTC Markets Group, Inc. (the “OTC Pink”) under the symbol “ATLN.” On
July 17, 2024, the last reported sale price prior to the date of this prospectus, of the common stock on the OTC Pink was $5.90. Since
the OTC Pink is not an established public trading market, the Shares will be offered and sold by the selling shareholders at a fixed price
of $9.00 per share. If and when, our common stock is quoted on a National Securities Exchange, thereafter, the Shares may be sold at prevailing
market prices or privately negotiated prices or in transactions that are not in the public market. Although we intend to pursue an application
for listing on a National Securities Exchange, we cannot assure you that our common stock will, in fact, be quoted on a National Securities
Exchange. The Company will not receive any proceeds from the sale of the Shares by the selling shareholders. Additional information on
the selling shareholders, and the manner in which they may offer and sell the Shares, is provided under “Selling Shareholders”
and “Plan of Distribution” in this prospectus.

Ms. Jenna Hough

Mr. Dietrich King

July 17, 2024

Page 2

Selling Shareholders, page 76

 2. Regarding the 4,704,098 shares attributed to VStock Transfer LLC as escrow agent,
please name each Legacy SeqLL Shareholder for whom you are registering shares for resale, or tell us why you believe it is permissible
not to disclose their names at this time.

Response No. 2:

Regarding the 4,704,098 shares
issued and outstanding and currently held in escrow, we do not have the individual names of Selling Shareholders. As disclosed in the
Registration Statement on page 9 under the heading “[W]e may be subject to claims based upon our cancellation of stock and cash
dividends to our pre-Merger Shareholders,” the Company has 90 days from the completion of the Merger (will amend from what is stated
as a public offering) to make a settlement offer to the Legacy SeqLL Shareholders. Thus, the names of any potential Selling Shareholders
are not known at this time.

As it is the goal of the company
to have the Form S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s review of this response
letter as promptly as practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (646)
428-3210.

    Very truly yours,

    DAVIDOFF HUTCHER & CITRON LLP

    By:
    /s/ Elliot H. Lutzker

    Elliot H. Lutzker, Partner

EHL:esm

cc (by e-mail): Mr. Jeffrey Jagid

July 16, 2024
Jeffrey Jagid
Chief Executive Officer
Atlantic International Corp.
270 Sylvan Avenue, Suite 2230
Englewood Cliffs, NJ 07632
Re:Atlantic International Corp.
Registration Statement on Form S-1
Filed July 2, 2024
File No. 333-280653
Dear Jeffrey Jagid:
            We have conducted a limited review of your registration statement and have the following
comment(s).
            Please respond to this letter by amending your registration 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 registration statement and the information you
provide in response to this letter, we may have additional comments.
Registration Statement on Form S-1 filed July 2, 2024
Cover Page
1.We note your common stock is currently quoted on the OTC Pink marketplace. Please
note that the OTC Pink marketplace is not an established public trading market into which
a selling shareholder may offer and sell shares at other than a fixed price. Accordingly,
please revise your cover page disclosure, and make corresponding changes elsewhere in
the prospectus, to disclose a fixed price at which the selling stockholders will offer and
sell shares. Refer to Item 501(b)(3) of Regulation S-K.
Selling Shareholders, page 76
2.Regarding the 4,704,098 shares attributed to VStock Transfer LLC as escrow
agent, please name each Legacy SeqLL Shareholder for whom you are registering shares
for resale, or tell us why you believe it is permissible not to disclose their names at this
time.

July 16, 2024
Page 2
            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.
            Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Jenna Hough at 202-551-3063 or Dietrich King at 202-551-8071 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Elliot H. Lutzker

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EF HUTTON LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

February 8, 2024

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations
of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), EF Hutton
LLC, as representative of the underwriters of the offering, hereby joins the request of the Company that the effective date of the above-captioned
Registration Statement be accelerated so as to permit it to become effective on Friday, February 9, 2024 at 4:00 p.m., Eastern time, or
as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and Regulations
of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish to advise you
that, through February 8, 2024, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited to participate
in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary Prospectus dated February
8, 2024, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We have complied and will continue to comply with
the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature Page Follows]

Very truly yours,

EF HUTTON LLC

    By:
    /s/ Sam Fleishman

    Name:
    Sam Fleischman

    Title:
    Supervisory Principal

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SEQLL
INC.

3 Federal
Street

Billerica,
MA 01821

February 8, 2024

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, SeqLL Inc. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00
p.m., Eastern Time, on Friday, February 9, 2024, or as soon thereafter as may be practicable.

We acknowledge that a declaration
by the Commission or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose
the Commission from taking any action with respect to the Registration Statement. We further acknowledge that such a declaration of effectiveness
does not relieve the Company from our full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement.
We understand that we may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission
as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Should you have any questions
regarding this matter or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman
LLP, at (212) 326-0846.

    Very truly yours,

    /s/ Daniel Jones

    Daniel Jones

    Chief Executive Officer

cc: Eric M. Hellige, Esq.

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ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

DIRECT FAX: 212-798-6380

ehellige@pryorcashman.com

February 7, 2024

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

File No. 333-272908

Registration Statement on Form S-1

Ladies and Gentlemen:

Confirming my telephone conversation with Mr. Nicholas
Nalbantian of the Staff, on behalf of SeqLL Inc. (the “Company”), and with reference to the above-referenced Registration
Statement on Form S-1 (the “Registration Statement”), the Company hereby withdraws its acceleration request, dated February
2, 2024, in which the Company requested acceleration of the effectiveness of the Registration Statement at 4:00 p.m., Eastern time, on
February 6, 2024, or as soon thereafter as practicable.

If the Staff has any questions with respect to the
foregoing, please contact me at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Mr. Daniel Jones

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EF HUTTON LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

February 7, 2024

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Reference is made to our letter, filed as correspondence
via EDGAR on February 2, 2024, in which we, EF Hutton LLC, as representative of the underwriters of the offering, joined the Company’s
request for acceleration of the effective date of the above-referenced Registration Statement for February 6, 2024 at 4:00 p.m., Eastern
time, or as soon thereafter as practicable. The Company is no longer requesting that such Registration Statement be declared effective
at this time and we hereby formally withdraw our request for acceleration of the effective date.

[Signature Page Follows]

    Very truly yours,

    EF HUTTON LLC

    By:
    /s/ Sam Fleischman

    Name:
    Sam Fleischman

    Title:
    Supervisory Principal

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EF HUTTON LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

February 2, 2024

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations
of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), EF Hutton
LLC, as representative of the underwriters of the offering, hereby joins the request of the Company that the effective date of the above-captioned
Registration Statement be accelerated so as to permit it to become effective on Tuesday, February 6, 2024 at 4:00 p.m., Eastern time,
or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and Regulations
of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish to advise you
that, through February 2, 2024, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited to participate
in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary Prospectus dated January
31, 2024, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We have complied and will continue to comply with
the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature Page Follows]

Very truly yours,

EF HUTTON LLC

    By:
    /s/ Sam Fleischman

    Name:
    Sam Fleischman

    Title:
    Supervisory Principal

CORRESP
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SEQLL
INC.

3 Federal
Street

Billerica,
MA 01821

February 2, 2024

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, SeqLL Inc. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00
p.m., Eastern Time, on Tuesday, February 6, 2024, or as soon thereafter as may be practicable.

We acknowledge that a declaration
by the Commission or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose
the Commission from taking any action with respect to the Registration Statement. We further acknowledge that such a declaration of effectiveness
does not relieve the Company from our full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement.
We understand that we may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission
as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Should you have any questions
regarding this matter or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman
LLP, at (212) 326-0846.

    Very truly yours,

    /s/ Daniel Jones

    Daniel Jones

    Chief Executive Officer

cc: Eric M. Hellige, Esq.

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ERIC
M. HELLIGE

Partner

Direct
Tel: 212-326-0846

Fax:
212-326-0806

ehellige@pryorcashman.com

 February
1, 2024

Via
Edgar

Ms.
Ta Tanisha Meadows

Ms.
Theresa Brillant

Mr.
Nicholas Nalbantian

Mt.
Donald Field

Securities
and Exchange Commission

Division
of Corporate Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    SeqLL Inc.

    Amendment
    No. 12 to Registration Statement on Form S-1

    File
    No. 333-272908

Ladies
and Gentlemen:

On
behalf of our client, SeqLL Inc., a Delaware corporation (the “Company”), and pursuant to the applicable provisions of the Securities
Act of 1933, as amended (the “Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form
the accompanying Amendment No. 12 to the Registration Statement on Form S-1 of the Company (“Amendment No. 12”).

Amendment
No. 12 reflects the response of the Company to the comment received from the Staff of the Commission (the “Staff”) in a letter
dated February 1, 2024. The Company has asked us to convey the following response to the Staff:

Amendment
No. 11 to Registration Statement on Form S-1, Filed January 31, 2024

General

 1. We
                                            note that the terms and conditions of the Series A Warrants have changed since the last amendment
                                            and the filing of counsel’s legal opinion. Please file a revised legal opinion which covers
                                            the registered securities to include the new and revised Series A Warrants.

 Response: At
                                            the request of the Staff, the Company has filed a revised legal opinion with Amendment No.
                                            12 that is dated subsequent to the date of the filing of the revised form of Series A Warrant.

*       *       *

Securities and Exchange Commission

February 1, 2024

Page 2

As
it is the goal of the Company to have the Form S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s
review of Amendment No. 12 as promptly as practicable. If the Staff has any questions with respect to the foregoing, please contact the
undersigned at (212) 326-0846.

    Very truly
    yours,

    /s/
    Eric M. Hellige

    Eric M. Hellige

    cc:
    Daniel Jones

    SeqLL Inc.

United States securities and exchange commission logo
February 1, 2024
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Amendment No. 11 to Registration Statement on Form S-1
Filed January 31, 2024
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your amended registration statement and have the following
comment(s).
            Please respond to this letter by amending your registration 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 registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our January 29, 2024 letter.
Amendment No. 11 to Registration Statement on Form S-1, Filed January 31, 2024
General
1.We note that the terms and conditions of the Series A Warrants have changed since the
last amendment and the filing of counsel's legal opinion.  Please file a revised legal
opinion which covers the registered securities to include the new and revised Series A
Warrants.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 February 1, 2024 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
February 1, 2024
Page 2
            Please contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Donald Field at 202-551-3680
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

Direct Tel: 212-326-0846

Fax: 212-326-0806

ehellige@pryorcashman.com

January
31, 2024

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Mt. Donald Field

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    Amendment No. 11 to Registration Statement on Form S-1

    File No. 333-272908

Ladies and Gentlemen:

On behalf of our client, SeqLL
Inc., a Delaware corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933,
as amended (the “Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the accompanying
Amendment No. 11 to the Registration Statement on Form S-1 of the Company (“Amendment No. 11”), marked to indicate changes
from Amendment No. 10 to the Registration Statement on Form S-1 that was filed with the Securities and Exchange Commission (the “Commission”)
on January 17, 2024.

Amendment No. 11 reflects
the responses of the Company to comments received from the Staff of the Commission (the “Staff”) in a letter dated January
29, 2024 (the “Comment Letter”). The discussion below is presented in the order of the numbered comments in the Comment Letter.
Certain capitalized terms set forth in this letter are used as defined in Amendment No. 11. For your convenience, references in the responses
to page numbers are to the marked version of Amendment No. 11 and to the prospectus included therein.

The Company has asked us to
convey the following responses to the Staff:

Amendment No. 10 to Registration Statement
on Form S-1, Filed January 17, 2024

Capitalization, page 40

 1. Given the change in the amount of the Merger Note, please tell us why the adjustment to Total Liabilities in the Capitalization
Table did not change. Please also address this change in the dilution disclosures.

 Response: The change in the principal amount of the Merger Note was caused by
a shift of $1,250,000 in the amount of cash proceeds from the offering that will be applied to the repayment of Lyneer and IDC indebtedness
at the closing of the offering. To accommodate such change, the amount of the cash payment due to IDC at closing was increased by $1,250,000
and the amount of the Merger Note to be issued to IDC at closing was reduced by such amount, or from $20,000,000 to $18,750,000. The increase
in the payable owed to IDC and Lyneer Management and the corresponding reduction in the principal amount of the Merger Note did not change
the total amount of the indebtedness owed to IDC and Lyneer Management in connection with the Merger, which remained at $35 million, which
is included in the “As Adjusted” column of the Capitalization table as set forth in footnote (1) to the Capitalization table
on page 40 of Amendment No. 11. However, the reduction in the Merger Note would change the total liabilities on a pro forma as adjusted
basis, and the Company has reduced the total liabilities by such amount under the column “Pro Forma As Adjusted” in the Capitalization
table included in Amendment No. 11.

The Company previously reflected the revised Merger Note principle
balance in the computations of net tangible book value as adjusted under the heading “Dilution” in Amendment No. 10 and believes
no additional revisions were required in Amendment No. 11.

Securities and Exchange Commission

January 31, 2024

Page 2

Lyneer Investments, LLC and Subsidiaries
Financial Statements

Condensed Consolidated Balance Sheets, page
F-2

 2. We read your response to comment 3. We note that the effectiveness of the amended forbearance agreement is conditioned, and is
therefore not yet effective. We also note that the intended forbearance is until March 15, 2024. In light of the above, it appears
that the related debt should be classified as a current liability on the consolidated balance sheet as of September 30, 2023. Refer to
ASC 470-10-45-14. Please revise your financial statements accordingly or otherwise advise.

 Response: The Company notes the Staff’s comment related to the effectiveness of the amended forbearance agreement due to conditions precedent
to effectiveness set forth in the agreement. However, as of January 30, 2024, the lenders have agreed that all such conditions precedent
have been satisfied and, as a result, the waivers and forbearance set forth in such agreement are now effective.

However, notwithstanding such effectiveness, Lyneer has reclassified
the joint and several indebtedness as current liabilities on the consolidated balance sheet as of September 30, 2023 included in Amendment
No. 11 because it is probable Lyneer will not be in compliance with its debt covenants upon expiration of the amended forbearance agreement
on March 15, 2024. In addition, given the uncertainties around Lyneer’s liquidity, Lyneer’s compliance with its covenants
under its debt facilities and Lyneer’s ability to refinance or repay its existing debt obligations by March 15, 2024, Lyneer has
reconsidered its ability to continue as a going concern and has concluded that there is substantial doubt about its ability to continue
as a going concern for at least one year from the date of issuance of its consolidated financial statements. Disclosure of such conclusion
has been added in the prospectus summary on page 6 of Amendment No. 11, in a separate risk factor on page 23 of Amendment No. 11 and under
the Liquidity & Capital Resources section under the heading “Management’s Discussion and Analysis of Financial Condition
and Results of Operation of Lyneer” on page 54 of Amendment No. 11.

Note 3: Summary of Significant Accounting
Policies

Liquidity, page F-7

 3. We note that you have concluded the company will be able to continue as a going concern for a period of at least twelve months
based on the extended forbearance agreement. As this agreement is only until March 15, 2024, and is not yet effective, please tell
us and disclose how substantial doubt about the entity's ability to continue as a going concern is alleviated. Additionally, please tell
us how you determined it was probable that management's plans will be effectively implemented. Refer to ASC 205-40-50-6 through 10 and
ASC 205-40-55-3.

 Response: As set forth in the Company’s response to the Staff’s comment number 2 above, given the uncertainties around
                                                                          Lyneer’s liquidity, Lyneer’s future compliance with its covenants under its debt facilities and Lyneer’s ability
                                                                          to refinance or repay its existing debt obligations by March 15, 2024, Lyneer has reconsidered its ability to continue as a going
                                                                          concern and has concluded that there is substantial doubt about its ability to continue as a going concern for at least one year
                                                                          from the date of issuance of its consolidated financial statements. Additional disclosure regarding such determination has been
                                                                          included in Amendment No. 11 as set forth in the response to comment number 2 above. As a result, the Company respectfully believe
                                                                          no additional disclosure is required in response to this comment.

Securities and Exchange Commission

January 31, 2024

Page 3

 4. Please revise here to clarify that the effectiveness of the forbearance agreement is conditioned, and therefore the agreement is
not yet effective and the existing events of default have not yet been waived.

 Response: As set forth in the Company’s response to the Staff’s comment number 2 above, as of January 30, 2024, the lenders have
agreed that all conditions precedent to the effectiveness of the waiver and forbearance in the forbearance agreement have been satisfied
and, as a result, the waivers and forbearance set forth in such agreement are now effective. As a result, the Company respectfully believe
no additional disclosure is required in response to this comment.

Note 16: Subsequent Events, page F-21

 5. Please remove the pro forma balance sheet from the notes to the financial statements pursuant to Rule 11-02(a)(12)(i).

 Response: As requested by the Staff, Lyneer has removed the pro forma balance sheet from Note 16. Subsequent Events in Lyneer’s unaudited
financial statements for the nine months ended September 30, 2023 included in Amendment No. 11.

*       *       *

As it is the goal of the Company
to have the Form S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s review of Amendment
No. 11 as promptly as practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212)
326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Daniel Jones

    SeqLL Inc.

United States securities and exchange commission logo
January 29, 2024
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Amendment No. 10 to Registration Statement on Form S-1
Filed January 17, 2024
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your amended registration statement and have the following
comment(s).
            Please respond to this letter by amending your registration 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 registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our December 19, 2023 letter.
Amendment No. 10 to Registration Statement on Form S-1, Filed January 17, 2024
Capitalization, page 40
1.Given the change in the amount of the Merger Note, please tell us why the adjustment to
Total Liabilities in the Capitalization Table did not change. Please also address this
change in the dilution disclosures.
Lyneer Investments, LLC and Subsidiaries Financial Statements
Condensed Consolidated Balance Sheets, page F-2
2.We read your response to comment 3. We note that the effectiveness of the amended
forbearance agreement is conditioned, and is therefore not yet effective. We also note that
the intended forbearance is until March 15, 2024. In light of the above, it appears that the
related debt should be classified as a current liability on the consolidated balance sheet as

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 January 29, 2024 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
January 29, 2024
Page 2
of September 30, 2023. Refer to ASC 470-10-45-14. Please revise your financial
statements accordingly or otherwise advise.
Note 3: Summary of Significant Accounting Policies
Liquidity, page F-7
3.We note that you have concluded the company will be able to continue as a going concern
for a period of at least twelve months based on the extended forbearance agreement. As
this agreement is only until March 15, 2024, and is not yet effective, please tell us and
disclose how substantial doubt about the entity's ability to continue as a going concern is
alleviated. Additionally, please tell us how you determined it was probable that
management's plans will be effectively implemented. Refer to ASC 205-40-50-6 through
10 and ASC 205-40-55-3.

4.Please revise here to clarify that the effectiveness of the forbearance agreement is
conditioned, and therefore the agreement is not yet effective and the existing events of
default have not yet been waived.
Note 16: Subsequent Events, page F-21
5.Please remove the pro forma balance sheet from the notes to the financial statements
pursuant to Rule 11-02(a)(12)(i).
            Please contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Donald Field at 202-551-3680
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

Direct Tel: 212-326-0846

Fax: 212-326-0806

ehellige@pryorcashman.com

    January 17, 2024

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Mt. Donald Field

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    Amendment No. 10 to Registration Statement on Form S-1

                                                                        File No. 333-272908

Ladies and Gentlemen:

On behalf of our client, SeqLL
Inc., a Delaware corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933,
as amended (the “Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the accompanying
Amendment No. 10 to the Registration Statement on Form S-1 of the Company (“Amendment No. 10”), marked to indicate changes
from Amendment No. 9 to the Registration Statement on Form S-1 that was filed with the Securities and Exchange Commission (the “Commission”)
on December 5, 2023.

Amendment No. 10 reflects
the responses of the Company to comments received from the Staff of the Commission (the “Staff”) in a letter dated December
19, 2023 (the “Comment Letter”). The discussion below is presented in the order of the numbered comments in the Comment Letter.
Certain capitalized terms set forth in this letter are used as defined in Amendment No. 10. For your convenience, references in the responses
to page numbers are to the marked version of Amendment No. 10 and to the prospectus included therein.

The Company has asked us to
convey the following responses to the Staff:

Response Dated December 18, 2023

Cover Page

 1. We note your response to comment 1. Please file a pre-effective amendment in which you clearly disclose
which over-the-counter market your shares are quoted on. Refer to Item 501(b)(4) of Regulation S-K.

 Response: As requested by the Staff, the cover page of the prospectus has been revised to disclose that the Company’s
common stock is currently traded on the OTC Pink Tier of the trading system operated by OTC Markets Group Inc.

Securities and Exchange Commission

January 17, 2024

Page 2

Lyneer Investments, LLC and Subsidiaries
Final Statements

Condensed Consolidated Balance Sheets, page
F-2

 2. We read your response to comment 3 and note you expect to receive a waiver from the lender of all existing
events of default under the debt instruments, but the agreements have not yet been executed. Please file the signed and dated agreements
as exhibits in a pre-effective amendment. Refer to Item 601(b)(10) of Regulation S-K. We may have additional comments after our review
of the agreements.

 Response: As requested by the Staff, signed and dated copies of the Allocation Agreement dated as of December 31,
2023 among Lyneer, IDC and Prateek Gattani and the amendments dated as of January 16, 2024 to the three forbearance agreements among IDC,
Lyneer and its lenders have been filed as Exhibits 10.12 to 10.15 to the Registration Statement by Amendment No. 10.

Note 3: Summary of Significant Accounting
Policies

Liquidity, page F-7

 3. We read your response to comment 4 and note you did not address the short-term nature of the extension.
Please revise to disclose your plans to meet debt obligations and cure all violations after February 26, 2024.

 Response: Subsequent to September 30, 2023, Lyneer successfully executed multiple agreements with various parties
that were incorporated into Lyneer’s debt classification and going concern evaluation. These agreements are broadly grouped into
two categories: (1) a debt allocation agreement with its parent company, IDC (“Allocation Agreement”), which legally stipulates
repayment of all joint-and-several debt agreements between Lyneer and IDC and (2) Forbearance and Omnibus agreements with its lenders,
including:

A. First,
on December 31, 2023, Lyneer and IDC signed the Allocation Agreement, which specifies and allocates responsibility for repaying
(or refinancing) the joint-and-several debt between Lyneer and IDC. This agreement is substantive and provides meaningful liquidity to
Lyneer’s balance sheet.

The joint-and-several debt obligations
are considered fixed amounts at each respective reporting date, and there is no measurement uncertainty. Prior to December 31, 2023, Lyneer
and its parent, IDC, did not have an agreement in place specifying amounts each party would ultimately be responsible for repaying (or
refinancing). Lyneer historically took a conservative approach and recorded the entire joint-and-several debt balance under all debt arrangements
at each reporting date.

Upon signing the Allocation Agreement
with IDC on December 31, 2023, Lyneer reassessed its accounting for joint-and-several liabilities under ASC 405-40. Lyneer highlights
the EY interpretive guide, which states, “a reporting entity is not required to record the full amount of the obligation as
a liability, unless the reporting entity expects to pay the full amount of the obligation on behalf of its co-borrowers.” Facts
considered in determining how to apply the guidance in ASC 405-40 to Lyneer’s stand-alone financial statements as of December 31,
2023 included the following:

 ● The Allocation Agreement was a substantive, legally-binding
agreement between entities under common control.

Securities and Exchange Commission

January 17, 2024

Page 3

 ● Both Lyneer and IDC continue to make daily repayments
and borrowings under the Revolver with BMO. There is no indication that IDC cannot or will not continue making repayments under its portion
of the Revolver in future periods.

 ● The Allocation Agreement specifies that if Lyneer
repays any of the indebtedness assumed by IDC on behalf of IDC, IDC is obligated to repay such amounts back to Lyneer.

 ● Notwithstanding IDC’s plans to refinance
its debt, Lyneer is not expecting to repay any of the indebtedness assumed by IDC and is not legally required to do so under the Allocation
Agreement.

Based on the considerations above,
Lyneer has deconsolidated IDC’s contractual responsibility to repay all of the joint-and-several debt obligations, excluding Lyneer’s
portion of the Revolver as of December 31, 2023. This deconsolidation has been reflected in both Lyneer’s pro forma financial statements
included in Amendment No. 10 as well and in Note 16 to Lyneer’s September 30, 2023 interim financial statements.

B. Secondly,
Lyneer and IDC also executed amended Forbearance and Omnibus agreements with its lenders in January 2024, as disclosed in Amendment No
10.

On January 16, 2024, Lyneer entered
into a limited consent and amendment to the forbearance agreement with the lender under the Revolver and Term Note under which the lender
will, subject to satisfaction of various conditions precedent, extend its forbearance with respect to all events of default until March
15, 2024, revise certain financial ratios, with March 31, 2024 as the stated date for the first compliance calculations of such ratios,
and enter into a schedule for the repayment of the over-advance. Lyneer has incorporated the amended financial covenants into its forecasted
covenant compliance calculations, which also considers Lyneer’s future forecast. Based on Lyneer’s forecasted covenant compliance
calculations, management believes it will be in compliance with the amended financial covenants for the next twelve-month period.

The forbearance agreements relating
to the Revolver and the Term Note also created certain non-financial covenants on the part of Lyneer with respect to refinancing its obligations,
which Lyneer is reasonably certain it will meet.

On January 16, 2024, Lyneer entered
into an amendment to the Omnibus agreement with the holders of the Seller Notes and Earnout Notes to defer the missed July 31, 2023 and
October 31, 2023 principal and interest payments on the Seller Notes and the Earnout Notes, each in the amount of $1,575,000 plus accrued
interest, until February 28, 2024. IDC and Lyneer agreed to make both payments, as well as the payment of $1,575,000 with accrued interest
scheduled for January 31, 2024, which shall now be due and payable on February 28, 2024.

Securities and Exchange Commission

January 17, 2024

Page 4

Lyneer acknowledges that the amended forbearance and omnibus agreements do not provide a covenant waiver for a period of at least twelve
months from the reporting date and issuance date of Lyneer’s September 30, 2023 interim financial statements. However, based on
Lyneer’s 2024 financial projections and actions taken by management to cure past defaults, it is reasonably probable that Lyneer’s
amended covenants will be met for at least one year from the reporting date and filing date of the interim financial statements.

As a result, Lyneer concluded (1) it
is appropriate to classify Lyneer’s obligations as non-current (except for contractual maturities due within 12 months) and (2)
the events or conditions of substantial doubt have been mitigated.

*       *       *

As it is the goal of the Company
to have the Form S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s review of Amendment
No. 10 as promptly as practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212)
326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Daniel Jones

    SeqLL Inc.

CORRESP
1
filename1.htm

EF HUTTON LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

December 19, 2023

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Reference is made to our letter, filed as correspondence
via EDGAR on December 18, 2023, in which we, EF Hutton LLC, as representative of the underwriters of the offering, joined the Company’s
request for acceleration of the effective date of the above-referenced Registration Statement for December 20, 2023 at 10:00 a.m., Eastern
time, or as soon thereafter as practicable. The Company is no longer requesting that such Registration Statement be declared effective
at this time and we hereby formally withdraw our request for acceleration of the effective date.

[Signature Page Follows]

    Very truly yours,

    EF HUTTON LLC

    By:
    /s/ Sam Fleischman

    Name:
    Sam Fleischman

    Title:
    Supervisory Principal

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

DIRECT FAX: 212-798-6380

ehellige@pryorcashman.com

December 19, 2023

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

File No. 333-272908

Registration Statement on Form
S-1

Ladies and Gentlemen:

Confirming my telephone conversation with Ms. Rucha
Pandit of the Staff, on behalf of SeqLL Inc. (the “Company”), and with reference to the above-referenced Registration Statement
on Form S-1 (the “Registration Statement”), the Company hereby withdraws its acceleration request, dated December 18, 2023,
in which the Company requested acceleration of the effectiveness of the Registration Statement at 10:00 a.m., Eastern time, on December
20, 2023, or as soon thereafter as practicable.

If the Staff has any questions with respect to
the foregoing, please contact me at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Mr. Daniel Jones

United States securities and exchange commission logo
December 19, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Registration Statement on Form S-1
Response Letter Dated December 18, 2023
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your response dated December 18, 2023 and have the following
comments.
            Please respond to this letter by amending your registration 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 registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our December 15, 2023 letter.
Response Dated December 18, 2023
Cover Page
1.We note your response to comment 1.  Please file a pre-effective amendment in which you
clearly disclose which over-the-counter market your shares are quoted on.  Refer to Item
501(b)(4) of Regulation S-K.
Lyneer Investments, LLC and Subsidiaries Financial Statements
Condensed Consolidated Balance Sheets, page F-2
2.We read your response to comment 3 and note you expect to receive a waiver from the
lender of all existing events of default under the debt instruments, but the agreements have
not yet been executed.  Please file the signed and dated agreements as exhibits in a pre-
effective amendment.  Refer to Item 601(b)(10) of Regulation S-K.  We may have
additional comments after our review of the agreements.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 December 19, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
December 19, 2023
Page 2
Note 3. Summary of Significant Accounting Policies
Liquidity, page F-7
3.We read your response to comment 4 and note you did not address the short-term nature
of the extension.  Please revise to disclose your plans to meet debt obligations and cure all
violations after February 26, 2024.
            Please contact Tatanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-3307
if you have questions regarding comments on the financial statements and related matters. Please
contact Rucha Pandit at 202-551-6022 or Erin Jaskot at 202-551-3442 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

SEQLL
INC.

3
Federal Street

Billerica,
MA 01821

December 18, 2023

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, SeqLL Inc. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 10:00
a.m., Eastern Time, on Wednesday, December 20, 2023, or as soon thereafter as may be practicable.

We acknowledge that a declaration
by the Commission or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose
the Commission from taking any action with respect to the Registration Statement. We further acknowledge that such a declaration of effectiveness
does not relieve the Company from our full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement.
We understand that we may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission
as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Should you have any questions
regarding this matter or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman
LLP, at (212) 326-0846.

    Very truly yours,

    /s/ Daniel Jones

    Daniel Jones

    Chief Executive Officer

cc: Eric M. Hellige, Esq.

CORRESP
1
filename1.htm

EF HUTTON LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

December 18, 2023

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Rucha Pandit

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and
Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”),
EF Hutton LLC, as representative of the underwriters of the offering, hereby joins the request of the Company that the effective date
of the above-captioned Registration Statement be accelerated so as to permit it to become effective on December 20, 2023 at 10:00 a.m.,
Eastern time, or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and
Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish
to advise you that, through December 18, 2023, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited
to participate in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary Prospectus
dated December 5, 2023, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We have complied and will continue to comply with
the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature Page Follows]

Very truly yours,

EF HUTTON LLC

    By:
    /s/ Sam Fleischman

    Name:
    Sam Fleischman

    Title:
     Supervisory Principal

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

Direct Tel: 212-326-0846

Fax: 212-326-0806

ehellige@pryorcashman.com

December 18, 2023

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Mt. Donald Field

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    Amendment No. 9 to Registration Statement on Form S-1

    Filed December 5, 2023

    File No. 333-272908

Ladies and Gentlemen:

On behalf of our client, SeqLL
Inc., a Delaware corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933,
as amended (the “Securities Act”), and the rules promulgated thereunder, we hereby submit the responses of the Company to
comments received from the Staff of the Commission (the “Staff”) in a letter dated December 15, 2023 (the “Comment Letter”).
The discussion below is presented in the order of the numbered comments in the Comment Letter. Certain capitalized terms set forth in
this letter are used as defined in the Registration Statement. The Company and its accountants believe that these responses should not
necessitate a further amendment to the Registration Statement. As noted below, the dates of execution of the various loan agreements will
be completed in the final prospectus.

The Company has asked us to
convey the following responses to the Staff:

Securities and Exchange Commission

December 18, 2023

Page 2

Amendment No. 9 to Registration Statement
on Form S-1, Filed December 5, 2023 Cover Page

Cover Page

 1. We note your response to comment 1 and reissue in part. We acknowledge your disclosure stating that
your shares are traded in “the over-the-counter market.” Please revise to disclose with greater specificity which over-the-counter
market your shares are quoted on. It appears they are quoted on the OTC Pink tier of the trading system operated by OTC Markets Group
Inc. Please revise and clarify as applicable. Refer to Item 501(b)(4) of Regulation S-K.

Response No. 1:

This comment will be
complied with in the final prospectus. Disclosure will be made that the Company’s securities are quoted on the OTC Pink Tier of the trading system
operated by OTC Markets Group Inc.

Note 3. Adjustments to Unaudited Pro Forma
Condensed Combined Balance Sheet, page 71

 2. We note Lyneer has only reflected the $35 million of the joint and several debt obligations it expects
to be responsible for repayment; however, it is not clear whether a forbearance agreement has been signed and how likely it is that Lyneer
will only be responsible for $35 million. Please revise or expand your disclosure to clearly explain how the consummation of transactions
supporting the current presentation have occurred or are probable pursuant to Item 11-01(a)(8) of Regulation S-X.

Response No. 2:

The additional
forbearance agreements with Lyneer’s lenders will be fully executed prior to the effective date of the Registration
Statement. For that reason, we have dated them December [●], 2023 in the preliminary prospectus dated December 5, 2023
(the “Preliminary Prospectus”). The actual date of such agreement will be included in the final prospectus. As set forth
in Note 3-2(d)(i), Adjustments to Unaudited Pro Forma Condensed Combined Balance Sheet on page 71 of the Preliminary Prospectus, an
allocation agreement between IDC and Lyneer will be executed prior to the effective date of the Registration Statement at the same
time the Forbearance and Omnibus Agreements are signed. As set forth under Subsection (d)(i) of Note 3 on page 71 of the Preliminary
Prospectus, IDC will assume and be responsible for repaying all joint and several obligations under the Revolver excluding the $35
million to be repaid by Lyneer.

Lyneer Investments, LLC and Subsidiaries
Condensed Consolidated Balance Sheet, page F-2

 3. Please tell us how you determined that non-current classification of the notes payable as of September
30, 2023 is appropriate and the basis for your conclusion. Please reference ASC 470 in your response, including ASC 470-10-45 and ASC
470-10-55-2 through 6.

Response
No. 3:

Per ASC 470-10-45, if a violation
has occurred at the balance sheet date and a waiver or modification has been obtained after the balance sheet date, and it is reasonably
possible the covenant will be met at subsequent testing dates within one year of the balance sheet date, debt is classified as noncurrent.
Lyneer has agreed in principle to an extended forbearance agreement with its Lenders and will sign this agreement prior to the effective
date of the Registration Statement. The agreed upon terms of the extended forbearance include that the lenders waive all existing events
of default under the debt instruments as of the date of the agreements and agree to forbear from exercising their rights and remedies
with respect to the revolving credit facility, the term loan and the promissory notes payable to the prior owners of Lyneer through February
26, 2024. Lyneer has included this extended forbearance agreement into its debt classification analysis as of September 30, 2023.

Securities and Exchange Commission

December 18, 2023

Page 3

ASC
470-10-55-2 through ASC 470-10-55-6 indicates that an  obligation should
be classified as a noncurrent liability at the balance sheet date if (i) a waiver is obtained, and (ii) the borrower concludes that
the chance of meeting the same or more restrictive covenants at subsequent compliance measurement dates within the next year is
reasonably possible and  that it will be able to meet the covenant when required.

Given
the terms of Lyneer’s  extended forbearance agreement and considering Lyneer’s financial projections for 2024, Lyneer expects to
be in compliance with all financial and non-financial covenants for the next twelve months from the balance sheet date. Accordingly, Lyneer
has classified its respective obligations as non-current.

Note 3: Summary of Significant Accounting
Policies Liquidity, page F-7

 4. Please tell us how you determined it was probable that management’s plan will be effectively
implemented within one year after the date that the financial statements are issued, especially in light of the expected short term extension
of February 28, 2024. Include in your response a description of the facts and circumstances that have changed since your previous assessment
that there was substantial doubt about the entity’s ability to continue as a going concern. Please reference ASC 205-40 in your
response.

Response No. 4:

Lyneer agreed in principle
with its lenders to extend all of its forbearance agreements to February 26, 2023 and will sign these agreements prior to the effective
date of the Registration Statement. Under these extension agreements, the lenders will waive all existing events of default under the
debt instruments as of the date of the agreements and will agree to forbear from exercising their rights and remedies with respect to
the revolving credit facility, the term loan and the promissory notes payable to the prior owners of Lyneer through February 26, 2024.
The extended forbearance agreements will revise certain financial and non-financial covenants of Lyneer in the Revolver, which will provide
greater financial flexibility of certain ratios. Management has also considered the anticipated allocation agreement between Lyneer and
IDC (its parent), which will specify that Lyneer is only responsible for repaying $35 million of all joint-and-several debt obligations,
as disclosed in the Preliminary Prospectus, and the ability of IDC to meet its additional financial obligations as a result of such reallocation
of such indebtedness. Pursuant to ASC 205-40, Lyneer’s management has forecasted Lyneer’s adjusted net income over the next
twelve months and has determined it is probable that Lyneer will be able to meet all obligations and all financial and non-financial covenants
of its debt instruments and that it will be in compliance will all debt covenants.

Note 16: Subsequent Events, page F-20

 5. Please confirm whether the extended Forbearance and Omnibus agreements have already been signed, and
if they have not, tell us the current status of negotiations.

Response No. 5:

The extended Forbearance and Omnibus Agreements
have been agreed to and will be executed prior to the effective date of the Registration Statement.

*       *       *

Securities and Exchange Commission

December 18, 2023

Page 4

As it is the goal of the Company
to have the Form S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s review of this response
letter as promptly as practicable. If the Staff has any questions with respect to the responses set forth above, please contact the undersigned at (212)
326-0846 or Elliot H. Lutzker, Esq., counsel to Atlantic, at (646) 428-3210.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Daniel Jones

    SeqLL Inc.

United States securities and exchange commission logo
December 15, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Amendment No. 9 to Registration Statement on Form S-1
Filed December 5, 2023
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your amended registration statement and have the following
comments.
            Please respond to this letter by amending your registration 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 registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our November 13, 2023 letter.
Amendment No. 9 to Registration Statement on Form S-1, Filed December 5, 2023
Cover Page
1.We note your response to comment 1 and reissue in part. We acknowledge your disclosure
stating that your shares are traded in "the over-the-counter market." Please revise to
disclose with greater specificity which over-the-counter market your shares are quoted on.
It appears they are quoted on the OTC Pink tier of the trading system operated by OTC
Markets Group Inc.  Please revise and clarify as applicable. Refer to Item 501(b)(4) of
Regulation S-K.
Note 3. Adjustments to Unaudited Pro Forma Condensed Combined Balance Sheet, page 71
2.We note Lyneer has only reflected the $35 million of the joint and several debt obligations
it expects to be responsible for repayment; however, it is not clear whether a forbearance
agreement has been signed and how likely it is that Lyneer will only be responsible for the

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 December 15, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
December 15, 2023
Page 2
$35 million.  Please revise or expand your disclosure to clearly explain how the
consummation of transactions supporting the current presentation have occurred or are
probable pursuant to Item 11-01(a)(8) of Regulation S-X.
Lyneer Investments, LLC and Subsidiaries Condensed Consolidated Balance Sheet, page F-2
3.Please tell us how you determined that non-current classification of the notes payable as
of September 30, 2023 is appropriate and the basis for your conclusion.  Please reference
ASC 470 in your response, including ASC 470-10-45 and ASC 470-10-55-2 through 6.
Note 3: Summary of Significant Accounting Policies
Liquidity, page F-7
4.Please tell us how you determined it was probable that management's plan will be
effectively implemented within one year after the date that the financial statements are
issued, especially in light of the expected short term extension of February 28, 2024.
Include in your response a description of the facts and circumstances that have changed
since your previous assessment that there was substantial doubt about the entity's ability to
continue as a going concern.  Please reference ASC 205-40 in your response.
Note 16: Subsequent Events, page F-20
5.Please confirm whether the extended Forbearance and Omnibus agreements have already
been signed, and if they have not, tell us the current status of negotiations.
            Please contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Donald Field at 202-551-3680
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

Direct Tel: 212-326-0846

Fax: 212-326-0806

ehellige@pryorcashman.com

December 5, 2023

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Mt. Donald Field

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    Amendment No. 8 to Registration Statement on Form S-1

    Filed November 13, 2023

    File No. 333-272908

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933, as amended (the
“Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the accompanying Amendment No.
9 to the Registration Statement on Form S-1 of the Company (“Amendment No. 9”), marked to indicate changes from Amendment
No. 8 to the Registration Statement on Form S-1 that was filed with the Securities and Exchange Commission (the “Commission”)
on November 13, 2023.

Amendment No. 9 reflects the responses of the Company
to comments received from the Staff of the Commission (the “Staff”) in a letter dated November 13, 2023 (the “Comment
Letter”). The discussion below is presented in the order of the numbered comments in the Comment Letter. Certain capitalized terms
set forth in this letter are used as defined in Amendment No. 9. For your convenience, references in the responses to page numbers are
to the marked version of Amendment No. 9 and to the prospectus included therein.

The Company has asked us to convey the following
responses to the Staff:

Amendment No. 8 to Registration Statement on Form S-1, Filed
November 13, 2023

Cover Page

 1. We note your disclosure on the prospectus cover page that your “common stock is currently listed for trading on the
                                                                   Nasdaq Capital Market under the symbol ‘SQL.’” We also note your disclosure on page 5 that Nasdaq has determined
                                                                   to delist your securities from Nasdaq and suspend trading in those securities effective at the open of trading on November 13, 2023,
                                                                   that you have requested a hearing and that discussions with Nasdaq are continuing. Please revise the cover page to update and
                                                                   confirm your listing status. If the securities being offered are not listed on a national securities exchange, please disclose the
                                                                   principal United States market where the company has sought and achieved quotation. Refer to Item 501(b)(4) of Regulation
                                                                   S-K.

 Response: As requested by the Staff, the cover page of the prospectus has been revised to disclose that the Company’s common stock was
suspended from trading on the Nasdaq Capital Market effective on November 13, 2023 and has since been trading in the over-the-counter
market under the trading symbol “SEQL.”

Securities and Exchange Commission

December 5, 2023

Page 2

Prospectus Summary, page 1

 2. We note your disclosure on page 23, as well as the disclosure on page 49, describing the substantial doubt in Lyneer’s ability
to continue as a going concern. Please include such disclosure in this section, including whether you expect that Lyneer’s existing
cash balances will be sufficient to meet working capital and capital expenditure needs for the next twelve months. Please include cross-references
to the applicable risk factors and your Liquidity & Capital Resources discussion. Additionally, please update the Modifications to
Lyneer’s Debt Facilities section on page 5 to disclose the most up to date information regarding Lyneer’s debt facilities.
In this regard, we note your disclosure throughout the prospectus that Lyneer does not expect to cure such events of default prior to
November 17, 2023 and has not obtained an extension of the Forbearance Agreement.

 Response: As disclosed in Amendment No. 9, since the filing of Amendment No. 8, the Company has reached an agreement in principle with its lenders
to enter into amendments to its forbearance agreements with its lenders pursuant to which its lenders will waive any events of default
through the date of such agreements and will forebear from exercising their rights and remedies with respect to any events of default
through February 28, 2024. As requested by the Staff, the disclosures relating to Lyneer’s debt facilities on page 5 of Amendment
No. 9, in the related risk factors on pages 24-25 of Amendment No. 9 and in the section entitled “Liquidity & Capital Resources”
under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations of Lyneer”
on pages 51-58 of Amendment No. 9 have been updated to reflect the most up to date information regarding Lyneer’s debt facilities.

With the extension of Lyneer’s forbearance
agreements, Lyneer again evaluated whether there are certain conditions and events, considered in the aggregate, that raise
substantial doubt about its ability to continue as a going concern, and, as disclosed under the caption “Management’s
Discussion and Analysis of Financial Condition and Results of Operations of Lyneer” on page 52 of Amendment No. 9 and on pages
F-7 and F-8 of its unaudited financial statements for the nine months ended September 30, 2023 included in Amendment No. 9,
concluded that there is no doubt about its ability to continue as a going concern for at least one year from the date of issuance of
its consolidated financial statements for the nine-month period ended September 30, 2023. As a result, the Company believes there is
no need to add additional disclosure regarding Lyneer’s ability to continue as a going concern in the Prospectus Summary that
starts on page 1 of the prospectus or in the risk factors included in Amendment No. 9.

*       *       *

Securities and Exchange Commission

December 5, 2023

Page 3

As it is the goal of the Company to have the Form
S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s review of Amendment No. 9 as promptly
as practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Daniel Jones

    SeqLL Inc.

CORRESP
1
filename1.htm

 EF HUTTON

division of Benchmark Investments, LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

November 14, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL Inc. (the “Company”)

Registration Statement on Form S-1

Filed June 23, 2023

File No. 333-272908

Ladies and Gentlemen:

Reference is made to our letter, filed as correspondence
via EDGAR on November 13, 2023, in which we, EF Hutton, division of Benchmark Investments, LLC, as representative of the underwriters of
the offering, joined the Company’s request for acceleration of the effective date of the above-referenced Registration Statement
for November 13, 2023 at 4:00 p.m., Eastern time, or as soon thereafter as practicable. The Company is no longer requesting that such
Registration Statement be declared effective at this time and we hereby formally withdraw our request for acceleration of the effective
date.

[Signature Page Follows]

Very truly yours,

EF HUTTON, division of Benchmark Investments, LLC

By: /s/ Sam Fleischman

Name: Sam Fleischman

Title: Supervisory Principal

CORRESP
1
filename1.htm

ERIC
M. HELLIGE

Partner

DIRECT
TEL: 212-326-0846

DIRECT
FAX: 212-798-6380

ehellige@pryorcashman.com

November
14, 2023

Via
Edgar

Ms.
Ta Tanisha Meadows

Ms.
Theresa Brillant

Mr.
Nicholas Nalbantian

Ms.
Mara Ransom

Securities
and Exchange Commission

Division
of Corporate Finance

100
F Street, N.E.

Washington,
D.C. 20549

 Re: SeqLL
Inc.

File
No. 333-272908

Registration
Statement on Form S-1

Ladies
and Gentlemen:

Confirming
my telephone conversation with Mr. Nicholas Nalbantian of the Staff, on behalf of SeqLL Inc. (the “Company”), and with reference
to the above-referenced Registration Statement on Form S-1 (the “Registration Statement”), the Company hereby withdraws its
acceleration request, dated November 10, 2023, in which the Company requested acceleration of the effectiveness of the Registration Statement
at 4:00 p.m., Eastern time, on November 13, 2023, or as soon thereafter as practicable.

If
the Staff has any questions with respect to the foregoing, please contact me at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

 cc: Mr.
Daniel Jones

United States securities and exchange commission logo
November 13, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Amendment No. 8 to Registration Statement on Form S-1
Filed November 13, 2023
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your amended registration statement and have the following
comments.
            Please respond to this letter by amending your registration 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 registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our November 9, 2023 letter.
Amendment No. 8 to Registration Statement on Form S-1, Filed November 13, 2023
Cover Page
1.We note your disclosure on the prospectus cover page that your "common stock is
currently listed for trading on the Nasdaq Capital Market under the symbol 'SQL.'"  We
also note your disclosure on page 5 that Nasdaq has determined to delist your securities
from Nasdaq and suspend trading in those securities effective at the open of trading on
November 13, 2023, that you have requested a hearing and that discussions with Nasdaq
are continuing. Please revise the cover page to update and confirm your listing status. If
the securities being offered are not listed on a national securities exchange, please disclose
the principal United States market where the company has sought and achieved
quotation. Refer to Item 501(b)(4) of Regulation S-K.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 November 13, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
November 13, 2023
Page 2
Prospectus Summary, page 1
2.We note your disclosure on page 23, as well as the disclosure on page 49, describing the
substantial doubt in Lyneer's ability to continue as a going concern. Please include such
disclosure in this section, including whether you expect that Lyneer's existing cash
balances will be sufficient to meet working capital and capital expenditure needs for the
next twelve months. Please include cross-references to the applicable risk factors and your
Liquidity & Capital Resources discussion. Additionally, please update the Modifications
to Lyneer's Debt Facilities section on page 5 to disclose the most up to date information
regarding Lyneer's debt facilities. In this regard, we note your disclosure throughout the
prospectus that Lyneer does not expect to cure such events of default prior to November
17, 2023 and has not obtained an extension of the Forbearance Agreement.
            Please contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Donald Field at 202-551-3680
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

EF HUTTON

division of Benchmark Investments, LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

November 10, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL Inc. (the “Company”)

Registration Statement on Form S-1

Filed June 23, 2023

File No. 333-272908

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and
Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”),
EF Hutton, division of Benchmark Investments, LLC, as representative of the underwriters of the offering, hereby joins the request of
the Company that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become effective
on November 13, 2023 at 4:00 p.m., Eastern time, or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and
Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish
to advise you that, through November 9, 2023, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited
to participate in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary Prospectus
dated November 7, 2023, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We have complied and will continue to comply with
the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature Page Follows]

Very truly yours,

EF HUTTON, division of Benchmark Investments,
LLC

    By:
     /s/ Sam Fleischman

    Name:
    Sam Fleischman

    Title:
    Supervisory Principal

CORRESP
1
filename1.htm

SEQLL
INC.

3
Federal Street

Billerica,
MA 01821

November 10, 2023

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, SeqLL Inc. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00
p.m., Eastern Time, on Monday, November 13, 2023, or as soon thereafter as may be practicable.

We acknowledge that a declaration
by the Commission or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose
the Commission from taking any action with respect to the Registration Statement. We further acknowledge that such a declaration of effectiveness
does not relieve the Company from our full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement.
We understand that we may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission
as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Should you have any questions
regarding this matter or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman
LLP, at (212) 326-0846.

    Very truly yours,

    /s/ Daniel Jones

    Daniel Jones

    Chief Executive Officer

cc: Eric M. Hellige, Esq.

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

November 13, 2023

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    Amendment No. 7 to Registration Statement on Form S-1

Filed
November 7, 2023

    File No. 333-272908

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933, as amended (the
“Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the accompanying Amendment No.
8 to the Registration Statement on Form S-1 of the Company (“Amendment No. 8”), marked to indicate changes from Amendment
No. 7 to the Registration Statement on Form S-1 that was filed with the Securities and Exchange Commission (the “Commission”)
on November 7, 2023.

Amendment No. 8 reflects the responses of the Company
to comments received from the Staff of the Commission (the “Staff”) in a letter dated November 9, 2023 (the “Comment
Letter”). The discussion below is presented in the order of the numbered comments in the Comment Letter. Certain capitalized terms
set forth in this letter are used as defined in Amendment No. 8. For your convenience, references in the responses to page numbers are
to the marked version of Amendment No. 8 and to the prospectus included therein.

The Company has asked us to convey the following
responses to the Staff:

Amendment No. 7 to Registration Statement on Form S-1

General Risks Affecting Our Business

We will be required to raise additional funds prior to the maturity date of the Merger Note to repay such Note and our other outstanding……
page 25

 1. We note your response to comment one that the maturity date of the Merger Note is now April 30, 2024. Please update this risk factor
to reflect that new maturity date.

 Response: As requested by the Staff, the error in the reported maturity date of the Merger Note in the risk factor titled “We
will be required to raise additional funds prior to the maturity date of the Merger Note to repay such note and our other outstanding
indebtedness and to support our future capital needs” on page 25 of Amendment No. 8 has been corrected to state such
maturity date as April 30, 2024.

Capitalization, page 37

 2. Please expand note (1) to clearly explain that the joint and several debt will not be released until the Merger Note is paid in
full, and explain here, or provide a cross reference to a discussion on the company’s plans for Merger Note repayment.

 Response: As described in the Company’s response to Comment #5 below, Lyneer’s joint and several debt obligations are no longer
being extinguished in the Company’s pro forma financial statements. As a result, these joint and several debt obligations are included
in total liabilities as shown in the Capitalization section of Amendment No. 8. The Company has revised note (1) to the table under Capitalization
to more clearly explain the balance of total liabilities in the ‘As Adjusted’ and “Pro Forma As Adjusted’ columns.
As a result of such revisions, the Company believes the requests of the Staff in this comment are no longer applicable.

Unaudited Pro Forma Condensed Combined Balance Sheets

Note 3: Adjustments to Unaudited Por Forma Condensed Combined Balance Sheet, page 68

 3. We note your response to prior comment four, but are unable to locate an adjustment to Current Liabilities for the $20,000,000
Merger Note. Please advise.

 Response: As requested by the Staff, the Company has updated the pro forma balance sheet to reflect a standalone adjustment to separate the
$20,000,000 Merger Note from the other adjustments. Please see adjustment 2(d) as referenced in the pro forma balance sheet at June 30,
2023 on page 63 of Amendment No. 8.

 4. Please revise adjustment 2(d) to clearly explain the assumptions involved in adjusting notes payable pursuant to Item 11-02(a)(8)
of Regulation S-X. Additionally, the note should clearly list the components of the adjustment, or the adjustments should be listed separately
in the adjustment column on the pro forma balance sheet.

 Response: As requested by the Staff, the Company has updated the pro forma balance sheet at June 30, 2023 on page
63 of Amendment No. 8 to reflect a standalone adjustment to Current Liabilities for the $20,000,000 Merger Note and has updated the note
for adjustment 2(d) on page 68 of Amendment No. 8 accordingly. In addition, the Company has separately presented all individual adjustments
in the pro forma financial statements. Please reference Note 3 in the pro forma financial statements on pages 67 and 68 of Amendment No.
8.

 5. We note your response to prior comment three that Lyneer has only reflected the $35 million of debt obligations it expects to be
responsible for repayment; however, we note that the joint and several debt will not be released until the Merger Note is paid in full,
and that you believe you do not have sufficient liquidity and capital resources to pay the Merger Note in full when due. Additionally,
we note that Lyneer and IDC do not expect to cure events of default on the existing indebtedness prior to the November 17, 2023 forbearance
extension. It therefore appears that the historical notes payable should not be adjusted, and that the total amount of Lyneer’s historical
notes payable should be classified as current in the pro forma balance sheet. Please revise or expand your disclosure to clearly explain
how the consummation of transactions supporting the current presentation have occurred or are probable pursuant to Item 11-01(a)(8) of
Regulation S-X. Please note that changes in presentation should also be made to the pro forma as adjusted column in the Capitalization
table on page 37.

 Response: The Forbearance Agreement expires on November 17, 2023, at which the time Lyneer will not be in compliance with its debt covenants.
As the end of the term of the Forbearance Agreement is approaching and Lyneer is no longer expecting to cure or obtain an extension of
the Forbearance Agreement prior to November 17, 2023, Lyneer has reclassified its debt obligations to current classification in its June
30, 2023 interim financial statements included in the Registration Statement. In previous amendments to the Registration Statement, the
Company believed that it was probable that Lyneer would cure such events of default prior to the expiration of the Forbearance Agreement;
however that outcome is now unlikely. Management is in discussions with Lyneer’s lender to extend the term of the Forbearance Agreement
and will continue to monitor developments with respect to an extension and its related impact on the Company’s financial statements
and disclosures in the future. Additionally, as reflected in Amendment No. 8, in the pro forma financial statements, the Company is no
longer showing an adjustment to remove Lyneer’s joint and several debt obligations in accordance with Item 11-01(a)(8) of Regulation
S-X.

    2

Following the reclassification of Lyneer’s notes
payable obligations to current, other adjustments were made to Lyneer’s June 30, 2023 condensed consolidated financial statements
included in Amendment No. 8 as follows:

1.   Reclassified
the total amount of long term Notes Payable to current in Lyneer’s balance sheet;

2.   Included a
reclassifications footnote within Note 3;

3.   Included a
matter of emphasis relating to the impending expiration of the Forbearance Agreement and its impact on liquidity within Note 3; and

4.   Amended the
table providing a breakdown of Lyneer’s recognized long-term debt within Note 8 to reflect all notes payable as current liabilities.

As a result of the reclassification of the total amount
of Lyneer’s notes payable as current liabilities as of June 30, 2023, the Company has made the following additional revisions to
the Registration Statement in Amendment No. 8:

1.   Updated working
capital within the Selected Historical and Pro Forma Consolidated Financial and Operating Data of Lyneer to reflect the total amount of
long-term notes payable as current;

2.   Updated the
disclosure under the caption Capitalization to reflect the total amount of notes payable as current liabilities;

3.   Updated the
disclosure under the caption Dilution to reflect the net tangible book value and updated dilution per share made to new investors adjusted
as a result of the reclassification of the total amount of notes payable as current liabilities;

4.   Under the caption
Management’s Discussion and Analysis of Financial Condition and Results of Operations, updated the discussion of the upcoming expiration
of the Forbearance Agreement within the Liquidity and Capital Resources section;

5.   Under the caption
Management’s Discussion and Analysis of Financial Condition and Results of Operations, updated the disclosure regarding the Revolver,
the Term Note, the Seller Notes, and the Earnout Notes to include a statement that each was classified as a current liability as of June
30, 2023;

6.   Under the caption
Unaudited Pro Forma Condensed Combined Financial Information, updated the Balance Sheet at June 30, 2023 to reflect the total amount of
notes payable as current liabilities;

    3

7.   Under the caption
Unaudited Pro Forma Condensed Combined Financial Information, updated the discussion of pro forma transaction adjustments to the balance
sheet and statement of operations to reflect those made as a result of the reclassification of all notes payable as current liabilities;
and

8.   Under the caption
Equivalent and Comparative Per Share Information, updated the disclosure to reflect the impact of the reclassification of the total amount
of notes payable as current liabilities.

*   *   *

As it is the goal of the Company to have the Form
S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s review of Amendment No. 8 as promptly
as practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Daniel Jones

    SeqLL Inc.

4

United States securities and exchange commission logo
November 9, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Amendment No. 7 to Registration Statement on Form S-1
Filed November 7, 2023
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your amended registration statement and have the following
comments.
            Please respond to this letter by amending your registration 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 registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our November 6, 2023 letter.
Amendment No. 7 to Registration Statement on Form S-1
Risk Factors
General Risks Affecting Our Business
We will be required to raise additional funds prior to the maturity date of the Merger Note to
repay such Note and our other outstanding..., page 25
1.We note your response to comment one that the maturity date of the Merger Note is now
April 30, 2024. Please update this risk factor to reflect that new maturity date.
Capitalization, page 37
2.Please expand note (1) to clearly explain that the joint and several debt will not be
released until the Merger Note is paid in full, and explain here, or provide a cross
reference to a discussion on the company's plans for Merger Note repayment.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 November 9, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
November 9, 2023
Page 2
Unaudited Pro Forma Condensed Combined Balance Sheets
Note 3: Adjustments to Unaudited Pro Forma Condensed Combined Balance Sheet, page 68
3.We note your response to prior comment four, but are unable to locate an adjustment to
Current Liabilities for the $20,000,000 Merger Note. Please advise.
4.Please revise adjustment 2(d) to clearly explain the assumptions involved in adjusting
notes payable pursuant to Item 11-02(a)(8) of Regulation S-X.  Additionally, the note
should clearly list the components of the adjustment, or the adjustments should be listed
separately in the adjustment column on the pro forma balance sheet.
5.We note your response to prior comment three that Lyneer has only reflected the $35
million of debt obligations it expects to be responsible for repayment; however, we note
that the joint and several debt will not be released until the Merger Note is paid in full, and
that you believe you do not have sufficient liquidity and capital resources to pay the
Merger Note in full when due.  Additionally, we note that Lyneer and IDC do not expect
to cure events of default on the existing indebtedness prior to the November 17, 2023
forbearance extension.  It therefore appears that the historical notes payable should not be
adjusted, and that the total amount of Lyneer's historical notes payable should be
classified as current in the pro forma balance sheet.  Please revise or expand your
disclosure to clearly explain how the consummation of transactions supporting the current
presentation have occurred or are probable pursuant to Item 11-01(a)(8) of Regulation S-
X.  Please note that changes in presentation should also be made to the pro forma as
adjusted column in the Capitalization table on page 37.
            Please contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Donald Field at 202-551-3680
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
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ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

November 7, 2023

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    Amendment No. 6 to Registration Statement on Form S-1

    Filed October 27, 2023

    File No. 333-272908

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a
Delaware corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933, as
amended (the “Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the
accompanying Amendment No. 7 to the Registration Statement on Form S-1 of the Company (“Amendment No. 7”), marked to
indicate changes from Amendment No. 6 to the Registration Statement on Form S-1 that was filed with the Securities and Exchange
Commission (the “Commission”) on October 27, 2023.

Amendment No. 7 reflects the responses of the Company
to comments received from the Staff of the Commission (the “Staff”) in a letter dated November 6, 2023 (the “Comment
Letter”). The discussion below is presented in the order of the numbered comments in the Comment Letter. Certain capitalized terms
set forth in this letter are used as defined in Amendment No. 7. For your convenience, references in the responses to page numbers are
to the marked version of Amendment No. 7 and to the prospectus included therein. Amendment No. 7 also reverts back to the unit structure of the offering set forth in Amendment No. 5 filed with the Commission on October
18, 2023. The offering consists of $20,000,000 of Units, each consisting of one share of common stock and one Series A Warrant to purchase
one share of common stock and one Series B Warrant to purchase one share of common stock with the same terms and conditions as set forth
in Amendment No. 5, however, without any Pre-Funded Warrants.

The Company has asked us to convey the following
responses to the Staff:

Amendment No. 6 to Registration Statement on Form S-1

The Merger, page 2

 1. We note your revised disclosure that in connection with the merger the company will issue Merger Notes in the aggregate principal
amount of $20 million. We also note your disclosure on page 25 that the Merger Notes have a maturity date of November 17, 2023. Please
revise this section to discuss the Merger Notes in greater detail to include their maturity date and the company’s plans to repay
such notes given the short timeframe until their maturity date. Additionally, we note that November 17, 2023 appears to be a relevant
date related to Lyneer’s existing indebtedness, forbearance agreement, etc. Please revise to discuss the significance of this date
in relation to the Merger Notes and Lyneer existing indebtedness. Please include enough information so investors can clearly understand
the company’s near term financing requirements.

 Response: As requested by the Staff, the Company has revised the disclosure on page 2 of Amendment No. 7 to set
                                                                                               forth the terms of the Merger Note in greater detail, including the maturity date (which has been extended by the parties from
                                                                                               November 17, 2023 to April 30, 2024), the interest rate following an event of default and the conversion terms. As the maturity date
                                                                                               of the Merger Note (April 30, 2024) has been decoupled from the November 17, 2023 date on which the Forbearance Agreement
                                                                                               terminates, the Company did not believe it was necessary to discuss the relationship between the maturity date of the Merger Note
                                                                                               and the maturity date of Lyneer’s existing indebtedness.

Securities and Exchange Commission

November 7, 2023

Page 2

Liquidity & Capital Resources,
page 47

 2. We note per the risk factor on page 25 that you believe the net proceeds from this offering, together with the cash on hand and
cash generated from operations, will not be sufficient to pay the Merger Notes and your other outstanding indebtedness in full when due.
We also note that the maturity date of the Merger Notes is November 17, 2023. Please discuss the course of action the company has taken
or proposes to take to remedy this deficiency pursuant to Item 303 (b)(1)(i) of Regulation S-K. Additionally, discuss the consequences
of non-payment of the Merger Notes by their maturity date, including any impact on other outstanding indebtedness.

 Response: As requested by the Staff, the Company has revised the disclosure in the fourth paragraph under
                                                                                               Liquidity & Capital Resources on page 47 of Amendment No. 7 to disclose that the Company believes the net proceeds of this
                                                                                               offering and the Company’s cash on hand and cash generated from operations is not expected to be sufficient in amount to pay
                                                                                               the principal amount of the Merger Note and the Company’s other outstanding indebtedness in full when due and the consequences
                                                                                               of such non-payment. Disclosure was also added to disclose the course of action the Company intends to take to repay the
                                                                                               Company’s outstanding indebtedness, including the Merger Note, when due and the impact of any such non-payment on the
                                                                                               Company’s other outstanding indebtedness.

Unaudited Pro Forma Condensed Combined Balance Sheets

Note 3: Adjustments to Unaudited Por Forma Condensed Combined Balance Sheet, page 64

 3. We note that adjustment 2(d) adjusts to remove all related party balances from noncurrent liabilities, including joint and several
debt obligations between Lyneer and IDC, which will take place immediately prior to the consummation of the merger. However, we note on
page 50 that it is not expected that Lyneer will be released as an obligor under the Term Note, the Seller Notes, and the Earnout notes
until the Merger notes are paid in full. We further note per page 25 that you will be required to raise additional funds in order to repay
the Merger Notes. Please revise the pro forma adjustment accordingly, or advise.

 Response: Please refer to response No. 4 below for a discussion regarding
the revision to footnote 2(d) in the pro forma financial statements. As reported in Lyneer’s historical annual and interim financial
statements, the Company has recorded substantially all of the joint and several debt obligations for which Lyneer and IDC are co-borrowers
in accordance with ASC 405-40-30 because Lyneer and IDC did not have an agreement in place specifying the amounts owed by each respective
co-borrower.

However, prior to consummating the
Merger, Lyneer and IDC, as entities under common control, will put into place an agreement that will stipulate the amount of the joint
and several debt obligations for which each respective party will be responsible following the Merger. As it is expected that, in such
agreement between the co-borrowers, Lyneer will be responsible for only $35 million of the joint indebtedness, in the pro forma financial
statements, Lyneer has reflected only the $35 million of such debt obligations for which Lyneer expects to be responsible for repayment.
Upon executing this agreement, Lyneer will deconsolidate the joint and several debt obligations that it does not expect to repay, and
Lyneer has reflected this adjustment as an equity (capital) transaction in the pro forma financial statements. The Company has reviewed
both the PwC Financing Transactions Guide and ASC 405-40-30 in evaluating this conclusion, as evidenced below:

Securities and Exchange Commission

November 7, 2023

Page 3

Section 2.9.2 of PwC’s Financing Transactions Guide
states:

“ASC 405-40-30-1 provides guidance on measuring
obligations under joint and several liability arrangements, both initially and in subsequent periods. The guidance in ASC 405-40-30-1
requires a reporting entity to record, at a minimum, its portion of the joint and several liabilities. A reporting entity cannot avoid
recording a liability simply because it does not believe it will pay.”

Additionally, ASC 405-40-30-1 states:

Obligations resulting from joint and several liability
arrangements included in the scope of this Subtopic initially shall be measured as the sum of the following:

 a. The amount the reporting entity agreed to pay on the basis
of its arrangement among its co-obligors.

 b. Any additional amount the reporting entity expects to pay
on behalf of its co-obligors. If some amount within a range of the additional amount the reporting entity expects to pay is a better
estimate than any other amount within the range, that amount shall be the additional amount included in the measurement of the obligation.
If no amount within the range is a better estimate than any other amount, then the minimum amount in the range shall be the additional
amount included in the measurement of the obligation.

Pursuant to the guidance set out above, Lyneer has disclosed
in the pro forma financial statements all amounts that it expects to pay on behalf of (a) the Company and (b) its co-borrowers, as well
as the amount for which it remains as a co-obligor on the joint and several debt obligations.

 4. Please reflect the Merger Notes that will be issued with the closing of this offering in the pro forma balance sheet pursuant to
Rule 11 of Regulation S-X.

 Response: The $20 million Merger Note is reflected as a current liability
in the pro forma balance sheet under the financial statement line “notes payables, current portion.” In Amendment No. 7,
the Company has updated and clarified footnote 2(d) to the pro forma financial statements to ensure that the reader can recognize each
of the contemplated transactions. As revised, the pro forma footnote 2(d) will read as follows:

“Adjustments to (i)
remove certain pre-Merger related-party balances, including certain joint and several debt obligations between Lyneer and IDC
(excluding $35 million of the revolving credit facility to be repaid by Lyneer) and (ii) add $20 million of debt obligations
relating to the Merger Note that will be issued at consummation of the Merger and will mature on April 30, 2024. Prior to
consummation of the Merger, IDC and Lyneer are entities under common control and will enter into a separate agreement that will
stipulate the debt amounts for which IDC will be responsible for repayment and for which Lyneer will be responsible for repayment.
The settlement of all intercompany, related-party and joint and several debt obligations between related parties will be treated as
an equity transaction and is reflected as such in this pro forma adjustment.”

*       *       *

Securities and Exchange Commission

November 7, 2023

Page 4

As it is the goal of the Company to have the Form
S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s review of Amendment No. 7 as promptly
as practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Daniel Jones

    SeqLL Inc.

United States securities and exchange commission logo
November 6, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Amendment No. 6 to Registration Statement on Form S-1
Filed October 27, 2023
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your amended registration statement and have the following
comments.
            Please respond to this letter by amending your registration 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 registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our September 12, 2023 letter.
Amendment No. 6 to Registration Statement on Form S-1
The Merger, page 2
1.We note your revised disclosure that in connection with the merger the company will
issue Merger Notes in the aggregate principal amount of $20 million. We also note your
disclosure on page 25 that the Merger Notes have a maturity date of November 17, 2023.
Please revise this section to discuss the Merger Notes in greater detail to include their
maturity date and the company's plans to repay such notes given the short timeframe until
their maturity date. Additionally, we note that November 17, 2023 appears to be a relevant
date related to Lyneer's existing indebtedness, forbearance agreement, etc.  Please revise
to discuss the significance of this date in relation to the Merger Notes and Lyneer existing
indebtedness. Please include enough information so investors can clearly understand the
company's near term financing requirements.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 November 6, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
November 6, 2023
Page 2
Liquidity & Capital Resources, page 47
2.We note per the risk factor on page 25 that you believe the net proceeds from this
offering, together with the cash on hand and cash generated from operations, will not be
sufficient to pay the Merger Notes and your other outstanding indebtedness in full when
due.  We also note that the maturity date of the Merger Notes is November 17, 2023.
Please discuss the course of action the company has taken or proposes to take to remedy
this deficiency pursuant to Item 303 (b)(1)(i) of Regulation S-K.  Additionally, discuss the
consequences of non-payment of the Merger Notes by their maturity date, including
any impact on other outstanding indebtedness.
Unaudited Pro Forma Condensed Combined Balance Sheets
Note 3: Adjustments to Unaudited Pro Forma Condensed Combined Balance Sheet, page 64
3.We note that adjustment 2(d) adjusts to remove all related party balances from noncurrent
liabilities, including joint and several debt obligations between Lyneer and IDC, which
will take place immediately prior to the consummation of the merger.  However, we note
on page 50 that it is not expected that Lyneer will be released as an obligor under the
Term Note, the Seller Notes, and the Earnout notes until the Merger notes are paid in full.
We further note per page 25 that you will be required to raise additional funds in order to
repay the Merger Notes.  Please revise the pro forma adjustment accordingly, or advise.
4.Please reflect the Merger Notes that will be issued with the closing of this offering in the
pro forma balance sheet pursuant to Rule 11 of Regulation S-X.
            Please contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Donald Field at 202-551-3680
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
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EF HUTTON

division of Benchmark Investments, LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

October 25, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL Inc. (the “Company”)

                                                                 Registration Statement on Form S-1

                                                                 Filed June 23, 2023

                                                                 File No. 333-272908

Ladies and Gentlemen:

Reference is made to our letter, filed as correspondence
via EDGAR on October 20, 2023, in which we, EF Hutton, division of Benchmark Investments, LLC, as representative of the underwriters of
the offering, joined the Company’s request for acceleration of the effective date of the above-referenced Registration Statement
for October 24, 2023 at 4:00 p.m., Eastern time, or as soon thereafter as practicable. The Company is no longer requesting that such Registration
Statement be declared effective at this time and we hereby formally withdraw our request for acceleration of the effective date.

[Signature Page Follows]

Very truly yours,

EF HUTTON, division of Benchmark Investments, LLC

By: /s/ Sam Fleischman

Name: Sam Fleischman

Title: Supervisory Principal

CORRESP
1
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ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

DIRECT FAX: 212-798-6380

ehellige@pryorcashman.com

October 25,
2023

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

Re:  SeqLL Inc.

File
No. 333-272908

Registration Statement on Form S-1

Ladies and Gentlemen:

Confirming my
telephone conversation with Mr. Nicholas Nalbantian of the Staff, on behalf of SeqLL Inc. (the “Company”), and with reference
to the above-referenced Registration Statement on Form S-1 (the “Registration Statement”), the Company hereby withdraws its
acceleration request, dated October 20, 2023, in which the Company requested acceleration of the effectiveness of the Registration Statement
at 4:00 p.m., Eastern time, on October 24, 2023, or as soon thereafter as practicable.

If the Staff
has any questions with respect to the foregoing, please contact me at (212) 326-0846.

  Very truly yours,

  /s/ Eric M. Hellige

Eric M. Hellige

cc:	Mr. Daniel Jones

CORRESP
1
filename1.htm

EF HUTTON

division of Benchmark Investments, LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

October 20, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc. (the “Company”)

    Registration Statement on Form S-1

    Filed June 23, 2023

    File No. 333-272908

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations
of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), EF Hutton,
division of Benchmark Investments, LLC, as representative of the underwriters of the offering, hereby joins the request of the Company
that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become effective on October
24, 2023 at 4:00 p.m., Eastern time, or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and Regulations
of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish to advise you
that, through October 20, 2023, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited to participate
in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary Prospectus dated October
18, 2023, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We have complied and will continue to comply with
the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature Page Follows]

Very truly yours,

EF HUTTON, division of Benchmark Investments, LLC

    By:
    /s/ Sam Fleischman

    Name:
    Sam Fleischman

    Title:
    Supervisory Principal

CORRESP
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SEQLL
INC.

3 Federal
Street

Billerica,
MA 01821

October 20, 2023

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, SeqLL Inc. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00
p.m., Eastern Time, on Tuesday, October 24, 2023, or as soon thereafter as may be practicable. This letter also serves as our formal withdrawal
request for the acceleration letter previously filed by the Company with the Securities and Exchange Commission (the “Commission”)
dated October 18, 2023.

We acknowledge that a declaration
by the Commission or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose
the Commission from taking any action with respect to the Registration Statement. We further acknowledge that such a declaration of effectiveness
does not relieve the Company from our full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement.
We understand that we may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission
as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Should you have any questions
regarding this matter or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman
LLP, at (212) 326-0846.

    Very truly yours,

    /s/ Daniel Jones

    Daniel Jones

    Chief Executive Officer

cc: Eric M. Hellige, Esq.

CORRESP
1
filename1.htm

 EF HUTTON

division of Benchmark Investments, LLC

590 Madison Avenue, 39th Floor

New York, NY 10022

October 20, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL Inc. (the “Company”) Registration Statement on Form S-1

Filed June 23, 2023

File No. 333-272908

Ladies and Gentlemen:

Reference is made to our letter, filed as correspondence
via EDGAR on October 18, 2023, in which we, EF Hutton, division of Benchmark Investments, LLC, as representative of the underwriters of
the offering, joined the Company’s request for acceleration of the effective date of the above-referenced Registration Statement
for October 20, 2023 at 3:31 p.m., Eastern time, or as soon thereafter as practicable. The Company is no longer requesting that such Registration
Statement be declared effective at this time and we hereby formally withdraw our request for acceleration of the effective date.

[Signature Page Follows]

Very truly yours,

EF HUTTON, division of Benchmark Investments, LLC

By:   /s/ Sam Fleischman

Name: Sam Fleischman

Title: Supervisory Principal

CORRESP
1
filename1.htm

SEQLL
INC.

3
Federal Street

Billerica,
MA 01821

October 18, 2023

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    File No. 333-272908

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, SeqLL Inc. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 3:31
p.m., Eastern Time, on Friday, October 20, 2023, or as soon thereafter as may be practicable.

We acknowledge that a declaration
by the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, that the
Registration Statement is effective does not foreclose the Commission from taking any action with respect to the Registration Statement.
We further acknowledge that such a declaration of effectiveness does not relieve the Company from our full responsibility for the adequacy
and accuracy of the disclosure in the Registration Statement. We understand that we may not assert staff comments to the Registration
Statement or the declaration of effectiveness by the Commission as a defense in any proceeding initiated by the Commission or any person
under the federal securities laws of the United States.

Should you have any questions regarding this matter
or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman LLP, at (212) 326-0846.

    Very truly yours,

    /s/ Daniel Jones

    Daniel Jones

    Chief Executive Officer

cc: Eric M. Hellige, Esq.

CORRESP
1
filename1.htm

PERSONAL AND CONFIDENTIAL October
                                            17, 2023

October 18, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street,
N.E.

Washington, D.C. 20549

Re: SeqLL Inc. (the “Company”)

Registration
Statement on Form S-1

Filed June 23, 2023

File No. 333-272908

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations
of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), EF Hutton,
division of Benchmark Investments, LLC, as representative of the underwriters of the offering, hereby joins the request of the Company
that the effective date of the above- captioned Registration Statement be accelerated so as to permit it to become effective on October
20, 2023 at 3:31 p.m., Eastern time, or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and Regulations
of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish to advise
you that, through October 18, 2023, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited to participate
in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary Prospectus dated October
18, 2023, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We have complied and will continue
to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature Page Follows]

    Very truly yours,

    EF HUTTON, division of Benchmark Investments, LLC

    By:
    /s/ Sam Fleischman

    Name:
    Sam Fleischman

    Title:
     Supervisory Principal

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

DIRECT
TEL: 212-326-0846

FAX:
212-326-0806

ehellige@pryorcashman.com

September 13, 2023

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    Amendment No. 3 to Registration Statement on Form S-1

    Filed September 1, 2023

    File
    No. 333-272908

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933, as amended (the
“Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the accompanying Amendment No.
3 to Registration Statement on Form S-1 of the Company (“Amendment No. 3”), marked to indicate changes from Amendment No.
2 to the Registration Statement on Form S-1 that was filed with the Securities and Exchange Commission (the “Commission”)
on September 1, 2023.

Amendment No. 3 reflects the responses of the Company to comments received
from the Staff of the Commission (the “Staff”) in a letter dated September 12, 2023 (the “Comment Letter”), as
well as an additional comment of the Staff conveyed by Ms. Theresa Brillant of the Staff to the undersigned by telephone on September
12, 2023. The discussion below is presented in the order of the numbered comments in the Comment Letter. Certain capitalized terms set
forth in this letter are used as defined in Amendment No. 3. For your convenience, references in the responses to page numbers are to
the marked version of Amendment No. 3 and to the prospectus included therein.

The Company has asked us to convey the following
responses to the Staff:

Amendment No. 2 to Registration Statement on Form S-1

Use of Proceeds, page 34

 1. We note that a portion of the net proceeds of this offering will now to used to pay down a portion of Lyneer’s indebtedness.
Please set forth the interest rate and maturity of such indebtedness. Refer to Item 504 of Regulation S-K.

 Response: As requested by the Staff, the Company has revised the disclosure on page 34 of Amendment No. 3 to set forth the interest rate and
maturity of the indebtedness of Lyneer to be repaid with a portion of the net proceeds of this offering.

Securities and Exchange Commission

September 13, 2023

Page 2

Telephonic Comment

 2. As SeqLL has amended it charter to effect a reverse stock split of its common stock after June 30, 2023, please provide selected
financial data for SeqLL derived from SeqLL’s historical financial statements that are incorporated by reference into the prospectus
that recast such financial statements to give effect to the reverse stock split.

 Response: As requested by the Staff, the Company has added disclosure on page 57 of Amendment No. 3 providing selected historical financial data
of the Company that has been recast to give effect to the reverse stock split effected by the Company on August 30, 2023.

*       *       *

As it is the goal of the Company to have the Form
S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s review of Amendment No. 3 as promptly
as practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Daniel Jones

    SeqLL Inc.

United States securities and exchange commission logo
September 12, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Amendment No. 2 to Registration Statement on Form S-1
Filed September 1, 2023
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your amended registration statement and have the following
comment.  In our comment, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our 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 registration statement and the information you
provide in response to this comment, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our August 25, 2023 letter.
Amendment No. 2 to Registration Statement on Form S-1
Use of Proceeds, page 34
1.We note that a portion of the net proceeds of this offering will now be used to pay down a
portion Lyneer's indebtedness. Please set forth the interest rate and maturity of such
indebtedness. Refer to Item 504 of Regulation S-K.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 September 12, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
September 12, 2023
Page 2
            You may contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters.  Please contact Nicholas Nalbantian at 202-551-7470 or Donald Field at 202-551-
3680 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

    September 1, 2023

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    SeqLL Inc.

    Amendment No. 1 to Registration Statement on Form S-1

    Filed August 15, 2023

    File No. 333-272908

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933, as amended (the
“Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the accompanying Amendment No.
2 to Registration Statement on Form S-1 of the Company (“Amendment No. 2”), marked to indicate changes from Amendment No.
1 to the Registration Statement on Form S-1 that was initially filed with the Securities and Exchange Commission (the “Commission”)
on August 15, 2023.

Amendment No. 2 reflects the responses of the
Company to comments received from the Staff of the Commission (the “Staff”) in a letter dated August 25, 2023 (the “Comment
Letter”). The discussion below is presented in the order of the numbered comments in the Comment Letter. Certain capitalized terms
set forth in this letter are used as defined in Amendment No. 2. For your convenience, references in the responses to page numbers are
to the marked version of Amendment No. 2 and to the prospectus included therein.

Securities and Exchange Commission

September 1, 2023

Page 2

The Company has asked us to convey the following
responses to the Staff:

Amendment No. 1 to Registration Statement on Form S-1

Cover Page

 1. We note that you have failed to maintain a minimum bid price for your Nasdaq listing. Please revise the third paragraph of the
prospectus cover page to clarify whether this offering is contingent upon your continued listing on Nasdaq. Additionally, please include
a cross-reference to the applicable risk factor on page 13 which discusses your current Nasdaq listing status. Last of all, please revise
the prospectus summary to include a discussion of this issue.

 Response: As requested by the Staff, the Company has revised the third paragraph of the prospectus cover page to indicate that the offering
is contingent on the Company’s continued listing on Nasdaq.

The Company effected a one-for-40 reverse stock split of
its common stock on August  30, 2023 and on August 31, 2023, the closing price of the Company’s common stock on Nasdaq was
$22.30 per share. As a result, the Company now believes the delisting of its common stock from Nasdaq due to its failure to meet the Minimum
Bid Price Requirement of Nasdaq in the short term following the Merger and the closing of this offering is remote, and that a cross reference
to the applicable risk factor discussing its recent failure to meet the Minimum Bid Price Requirement is no longer necessary.

As requested by the Staff, the
Company has revised the prospectus summary on page 4 of Amendment No. 2 relating to the Company’s recent failure to meet the
Minimum Bid Price Requirement to update the discussion to include the date of the August 30, 2023 reverse stock split and the Company’s
anticipated cure of its failure to comply with the Nasdaq Minimum Bid Price requirement.

Business

Lyneer Service Offerings, page 69

 2. Please revise the disclosure of when customers are typically invoiced and the payment terms to agree with the disclosure on page
53.

 Response: As requested by the Staff, the Company has revised the disclosure on page 69 of Amendment No. 2 to conform the disclosure of when
customers are typically invoiced and the payment terms to the disclosure on page 53 of Amendment No. 2.

Note 3: Summary of Significant Accounting Policies

Liquidity, page F-7

 3. We note the company is in negotiations with the lender and considering other remedies within a Forbearance Agreement to cure the
covenant violations of the Revolver. We also note the non-payment of the over-advance impacted the company's ability to make other debt
payments. Please tell us how you determined it is not probable that any other covenant violations will occur in subsequent interim periods
and that non-current classification as of June 30, 2023 is appropriate. Please reference ASC 470 in your response.

 Response: The Company and Lyneer respectfully acknowledge the Staff’s comment.

Since receipt of the overdraft letter
from the administrative agent of the lender (“Lender”) on June 6, 2023, Lyneer and IDC have been in negotiations with the Lender for
a forbearance with respect to all then-existing defaults under the Revolver. On August 30, 2023, Lyneer, IDC and Lender entered into the
Fourth Amendment to the Revolver dated August 30, 2023 (the “Forbearance Agreement”), whereby all then-existing defaults were waived.

Securities and Exchange Commission

September 1, 2023

Page 3

Lyneer considered the guidance in ASC
470-10-45-177880197788019 to determine the appropriate classification of debt after noting that the debt was not legally due on demand
as of June 30, 2023. Lyneer has used the following facts during its review and evaluation of ASC 470-10-45-1 and ASC 470-10-55-2 through
ASC 470-10-55-6:

 (i) while there were violations of the covenants under the Revolver in June 2023, the Lender continued to
provide financing under the Revolver subsequent to such violations in the normal course of business;

 (ii) the debt was not legally due on demand as of June 30, 2023;

 (iii) a grace period was provided under the contractual terms of the Revolver;

 (iv) it was probable that all of the violations would be cured within 12 months from June  30, 2023 based
upon direct discussions held with the Lender in the second and third quarters of 2023;

 (v) Lyneer would stay in compliance with all existing covenants for the next twelve (12) months; and

 (vi) Lyneer executed the Fourth Amendment to the Revolver in August 2023, which cured all past non-compliance
violations.

Based upon the above, Lyneer concluded that non-current presentation
was appropriate as of June 30, 2023.

Financial Statements

Notes to the Consolidated Financial Statements as of June 30,
2023

Note 8: Debt

Revolver, page F-12

 4. We note The Third Amendment to the Revolver required a $375,000 amendment fee. Given this additional amount of payment, please
tell us how you determined the amendment qualified as a debt modification and not as a debt extinguishment under the guidance in ASC 470-50-40-6
through 12.

 Response: The Company and Lyneer respectfully acknowledge the Staff’s
comment.

After the effective date of the Third Amendment to the Revolver,
Lyneer performed an analysis to determine whether the Third Amendment represented a debt modification or a debt extinguishment in accordance
with ASC 470.

Lyneer noted that the guidance in ASC 470-50-40-6 through
12 is specific to Term Loans and Debt Securities. As the Revolver is considered a revolving debt arrangement, Lyneer considered ASC 470-50-40-21,
which states:

“Modifications to or exchanges of line-of-credit
or revolving-debt arrangements resulting in either a new line-of-credit or revolving-debt arrangement or resulting in a traditional term-debt
arrangement shall be evaluated in the following manner:

 a. The debtor shall compare the product of the remaining term and the maximum available credit of the old arrangement (this product
is referred to as the borrowing capacity) with the borrowing capacity of the new arrangement.

Securities and Exchange Commission

September 1, 2023

Page 4

 b. If the borrowing capacity of the new arrangement is greater than or equal to the borrowing capacity of the old arrangement, then
any unamortized deferred costs, any fees paid to the creditor, and any third-party costs incurred shall be associated with the new arrangement
(that is, deferred and amortized over the term of the new arrangement).

 c. If the borrowing capacity of the new arrangement is less than the borrowing capacity of the old arrangement, then:

 i. Any fees paid to the creditor and any third-party costs incurred shall be associated with the new arrangement (that is, deferred
and amortized over the term of the new arrangement).

 ii. Any unamortized deferred costs relating to the old arrangement at the time of the change shall be written off in proportion to
the decrease in borrowing capacity of the old arrangement. The remaining unamortized deferred costs relating to the old arrangement shall
be deferred and amortized over the term of the new arrangement.

Based on the guidance above, Lyneer considered the following
items:

 1. Borrowing capacity: No change in borrowing capacity occurred per the Third Amendment; and

 2. Fees paid to the creditor: $375,000 in fees were paid.

As such, Lyneer determined that the Third Amendment to the
Revolver qualified as a debt modification and not a debt extinguishment, as reported in Lyneer’s interim financial statements for
the six-month period ended June 30, 2023.

2023 Amendment to Seller and Earnout Notes, page F-14

 5. We note the Omnibus Amendment to the Seller and Earnout Notes changed the interest rate for all remaining payments to 11.25% per
annum from 6.25%. Please tell us how you determined the amendment qualified as a debt modification and not as a debt extinguishment under
the guidance in ASC 470-50-40-6 through 12.

 Response: The Company respectfully acknowledges the Staff’s comment. After
the effective date of the Omnibus Amendment, Lyneer performed an analysis to determine whether the Omnibus Amendment represented a debt
modification or a debt extinguishment in accordance with ASC 470.

Securities and Exchange Commission

September 1, 2023

Page 5

Lyneer first reviewed the scope exception guidance as per
ASC 470-50-40-10, which states:

“From the debtor's perspective, an exchange of debt
instruments between or a modification of a debt instrument by a debtor and a creditor in a non-troubled debt situation is deemed to have
been accomplished with debt instruments that are substantially different if the present value of the cash flows under the terms of the
new debt instrument is at least 10 percent different from the present value of the remaining cash flows under the terms of the original
instrument. If the terms of a debt instrument are changed or modified and the cash flow effect on a present value basis is less than 10
percent, the debt instruments are not considered to be substantially different, except in the following two circumstances:

 a. A modification or an exchange affects the terms of an embedded conversion option, from which the change in the fair value of the
embedded conversion option (calculated as the difference between the fair value of the embedded conversion option immediately before and
after the modification or exchange) is at least 10 percent of the carrying amount of the original debt instrument immediately before the
modification or exchange.

 b. A modification or an exchange of debt instruments adds a substantive conversion option or eliminates a conversion option that was
substantive at the date of the modification or exchange. (For purposes of evaluating whether an embedded conversion option was substantive
on the date it was added to or eliminated from a debt instrument, see paragraphs 470-20-40-7 through 40-9.)”

Based on the terms of the Omnibus Amendment, Lyneer believes
neither scope exception described above applies.

Lyneer next considered the guidance per ASC 470-50-40-12,
with responses detailed below:

The following guidance shall be used to calculate the
present value of the cash flows for purposes of applying the 10 percent cash flow test described in paragraph 470-50-40-10:

 a. The cash flows of the new debt instrument include all cash flows specified by the terms of the new debt instrument plus any amounts
paid by the debtor to the creditor less any amounts received by the debtor from the creditor as part of the exchange or modification.

Lyneer noted that all cash flows from extended terms, changes
to interest rates, and all fees paid for debt modifications were factored into its analysis.

 b. If the original debt instrument or the new debt instrument has a floating interest rate, then the variable rate in effect at the
date of the exchange or modification shall be used to calculate the cash flows of the variable-rate instrument.

Lyneer noted that neither the Seller Notes nor the Earnout
Notes, prior to or subsequent to the Omnibus Amendment, used a floating interest rate.

 c. If either the new debt instrument or the original debt instrument is callable or puttable, then separate cash flow analyses shall
be performed assuming exercise and non-exercise of the call or put. The cash flow assumptions that generate the smaller change would be
the basis for determining whether the 10 percent threshold is met.

Lyneer noted that neither the Seller Notes nor the Earnout
Notes, prior to or subsequent to the Omnibus Amendment, were callable or puttable.

Securities and Exchange Commission

September 1, 2023

Page 6

 d. If the debt instruments contain contingent payment terms or unusual interest rate terms, judgement shall be used to determine the
appropriate cash flows.

Lyneer noted that none of the Seller Notes or the Earnout
Notes contain payment or interest rate terms that Lyneer determined to be unusual.

 e. The discount rate to be used to calculate the present value of the cash flows is the effective interest rate, for accounting purposes,
of the original debt instrument.

Lyneer calculated the effective interest rate using the
original terms of the Seller Notes and the Earnout Notes, and noted that the effective interest rate for both the Seller Notes and the
Earnout Notes was 6.25%.

 f. If within a year of the current transaction the debt has been exchanged or modified without being deemed substantially different,
then the debt terms that existed a year ago shall be used to determine whether the current exchange or modification is substantially different.

Lyneer noted that the Seller Notes and the Earnout Notes
were not exchanged or modified within the prior year.

Based on the guidance above, Lyneer performed the cash flow
assessment on the Seller Notes and the Earnout Notes before and after modification. Based on Lyneer’s calculations, the change in
cash flows for the Seller Notes and the Earnout Notes are 5.9% and 5.1%, respectively. Due to the fact that the Seller Notes and the Earnout
Notes mature on April 30, 2024 and January 31, 2025, respectively, the change in interest rate did not have a significant (defined as
10% or more) change in the cash flows. As the change in cash flows was less than 10%, in accordance with ASC 470-50-40-12, the change
represented a modification of the debt and not an extinguishment of debt as reported in Lyneer’s interim financial statements for
the six-month period ended June 30, 2023.

General

 6. We note your disclosure on page F-18 that Lyneer is in default under its Revolver and Term Loan. We also note the applicable risk
factors on page 21. Please revise the prospectus summary to include a discussion of this issue to include Lyneer's current liquidity situation
and its plans to cure any defaults.

 Response: As requested by the Staff, the Company has updated the disclosure on
page 5 of Amendment No. 2 to include a discussion of Lyneer’s defaults and covenant violations under its Revolver and Term Note,
and the lender’s forbearance with respect to all existing defaults under the Revolver and the Term Loan
pursuant to the Forbearance Agreement entered into by the parties on August 31, 2023. The summary discussion also reflects Lyneer’s
current liquidity situation and its plan to modify those debt instruments concurrently with the closi

United States securities and exchange commission logo
August 25, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed August 15, 2023
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your amended registration statement 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 registration 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 registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our July 17, 2023 letter.
Amendment No. 1 to Registration Statement on Form S-1
Cover Page
1.We note that you have failed to maintain a minimum bid price for your Nasdaq listing.
Please revise the third paragraph of the prospectus cover page to clarify whether this
offering is contingent upon your continued listing on Nasdaq.  Additionally, please
include a cross-reference to the applicable risk factor on page 13 which discusses your
current Nasdaq listing status.  Last of all, please revise the prospectus summary to include
a discussion of this issue.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 August 25, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
August 25, 2023
Page 2
Business
Lyneer Service Offerings, page 69
2.Please revise the disclosure of when customers are typically invoiced and the payment
terms to agree with the disclosure on page 53.
Note 3: Summary of Significant Accounting Policies
Liquidity, page F-7
3.We note the company is in negotiations with the lender and considering other remedies
within a Forbearance Agreement to cure the covenant violations of the Revolver.  We also
note the non-payment of the over-advance impacted the company's ability to make other
debt payments.  Please tell us how you determined it is not probable that any other
covenant violations will occur in subsequent interim periods and that non-current
classification as of June 30, 2023 is appropriate.  Please reference ASC 470 in your
response.
Financial Statements
Notes to the Consolidated Financial Statements as of June 30, 2023
Note 8: Debt
Revolver, page F-12
4.We note The Third Amendment to the Revolver required a $375,000 amendment fee.
Given this additional amount of payment, please tell us how you determined the
amendment qualified as a debt modification and not as a debt extinguishment under the
guidance in ASC 470-50-40-6 through 12.
2023 Amendment to Seller and Earnout Notes, page F-14
5.We note the Omnibus Amendment to the Seller and Earnout Notes changed the interest
rate for all remaining payments to 11.25% per annum from 6.25%.  Please tell us how you
determined the amendment qualified as a debt modification and not as a debt
extinguishment under the guidance in ASC 470-50-40-6 through 12.
General
6.We note your disclosure on page F-18 that Lyneer is in default under its Revolver and
Term Loan.  We also note the applicable risk factors on page 21.  Please revise the
prospectus summary to include a discussion of this issue to include Lyneer's current
liquidity situation and its plans to cure any defaults.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 August 25, 2023 Page 3
 FirstName LastName
Daniel Jones
SeqLL, Inc.
August 25, 2023
Page 3
            You may contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters.  Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at 202-551-3264
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

August 15, 2023

Via Edgar

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL Inc.

    Registration Statement on Form S-1

Filed June 23, 2023

File No. 333-272908

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933, as amended (the
“Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the accompanying Amendment No.
1 to Registration Statement on Form S-1 of the Company (“Amendment No. 1”), marked to indicate changes from the Registration
Statement on Form S-1 that was initially filed with the Securities and Exchange Commission (the “Commission”) on June 23,
2023.

Amendment No. 1 reflects the responses of the Company to comments received
from the Staff of the Commission (the “Staff”) in a letter dated July 17, 2023 (the “Comment Letter”). The discussion
below is presented in the order of the numbered comments in the Comment Letter. Certain capitalized terms set forth in this letter are
used as defined in Amendment No. 1. For your convenience, references in the responses to page numbers are to the marked version of Amendment
No. 1 and to the prospectus included therein.

The Company has asked us to convey the following
responses to the Staff:

Registration Statement on Form S-1, Filed June 23, 2023

The Offering, page 6

 1. Please advise or revise. We note your disclosure on page 7 that you refer to an “initial offering price.” We believe
this to be a typo, but please clarify.

 Response: The Staff was correct in its assumption that the reference to “initial offering price” was
a typo. The Company has revised the disclosure to remove the word “initial” from that paragraph on page 7 of Amendment No.
1.

Securities and Exchange Commission

August 15, 2023

Page 2

 2. We note your disclosure that there is no established public market for the Warrants being registered.
Please describe the factors considered in determining the exercise price of the warrants. Refer to Item 505(b) of Regulation S-K.

 Response: As requested by the Staff, the Company has revised the disclose on page 6 of Amendment No. 1 to indicate
that the exercise price of the Warrants will be a percentage of the public offering price of the common stock sold in this offering.

 3. We note that in your preliminary proxy statement, filed June 5, 2023, you included a risk factor
detailing the risks associated with substantial transaction costs in connection with the Merger. Please include this risk factor in this
registration statement or explain why it is not material.

 Response: As requested by the Staff, the Company has added on page 11 of Amendment No. 1 the risk factor included
in its preliminary proxy statement detailing the risks associated with the substantial transaction-related costs incurred by the parties
in connection with the Merger.

 4. We note that in your preliminary proxy statement, filed June 5, 2023, you included a risk factor
detailing the risks associated with actions taken by SeqLL’s officers and directors to increase the likelihood of approval of the Merger
having a depressive effect on the price of your common stock. Please include this risk factor in this registration statement or explain
why it is not material.

 Response: The Company acknowledges the Staff’s comment. However, as disclosed in the preliminary proxy statement,
stockholders of the Company with sufficient votes to approve all of the matters to be considered at the special meeting have entered into
a voting agreement to approve all such matters to be considered, and none of the officers or directors of the Company has, to date, taken
any actions of the type described in the risk factor and are unlikely to do so. As a result, the Company believes an additional risk factor
in the prospectus describing such risk is not required. Should those circumstances change prior to the commencement of the offering, the
Company will amend the registration statement to add the risk factor identified by the Staff.

 5. We note recent instances of extreme stock price run-ups followed by rapid price declines and stock
price volatility seemingly unrelated to company performance following a number of recent public offerings, particularly among companies
with relatively smaller public floats. Revise to include a separate risk factor, or supplement an existing risk factor, addressing the
potential for rapid and substantial price volatility and discuss the risks to investors when investing in stock where the price is changing
rapidly. Clearly state that such volatility, including any stock-run up, may be unrelated to your actual or expected operating performance
and financial condition or prospects, making it difficult for prospective investors to assess the rapidly changing value of your stock.

 Response: As requested by the Staff, the Company has added on page 26 of Amendment No. 1 a risk factor describing
the risks of extreme price volatility following a public offering of a company with a relatively small public float, including disclosure
that such volatility, including any stock-run up, may be unrelated to the Company’s actual or expected operating performance and
financial condition or prospects, making it difficult for prospective investors to assess the rapidly changing value of the Company’s
common stock.

Securities and Exchange Commission

August 15, 2023

Page 3

Risks Related to this Offering and Ownership of Our Common Stock
and Warrants

We do not anticipate paying any cash dividends on our common
stock in the foreseeable future and, as such, capital appreciation, if any..., page 29

 6. We note your disclosure on page 3 that you will be declaring a cash dividend as a requirement of the Merger Agreement. However,
your risk factor here states that you “have never declared or paid cash dividends.” Please clarify this discrepancy. Make consistent
changes under “Dividend Policy,” on page 33.

 Response: As
                                            requested by the Staff, the Company has revised the disclosure on pages 30 and 34 of Amendment
                                            No. 1 to disclose the Company’s planned cash dividend in connection with the consummation
                                            of the Merger as an exception to the Company’s stated position that it does not anticipate
                                            paying cash dividends on its common stock for the foreseeable future.

General

 7. Please see our comments on the Proxy Statement filed June 5, 2023 and apply them here, as applicable.

 Response: As
requested by the Staff, the Company has revised the registration statement throughout Amendment No. 1 to incorporate where applicable
the changes made to its preliminary proxy statement in response to the Staff’s comments on the preliminary proxy statement filed
on June 5, 2023. In addition, the Company has also revised the registration statement to include in Amendment No. 1 the unaudited financial
statements of Lyneer at and for the six-month periods ended June 30, 2023 and 2022 and to incorporate by reference into the registration
statement the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, which includes the unaudited financial
statements of the Company at and for the six-month periods ended June 30, 2023 and 2022.

*          *          *

Securities and Exchange Commission

August 15, 2023

Page 4

As it is the goal of the Company to have the Form
S-1 declared effective as soon as possible, the Company would greatly appreciate the Staff’s review of Amendment No. 1 as promptly
as practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

cc: Daniel Jones

  SeqLL
Inc.

United States securities and exchange commission logo
August 10, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Preliminary Proxy Statement on Schedule 14A
Filed June 5, 2023
File No. 001-40760
Dear Daniel Jones:
            We have completed our review of your filing.  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.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

August 10, 2023

VIA EDGAR

Ms. Ta Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL Inc.

Revised Preliminary Proxy Statement on Schedule
14A

Filed August 7, 2023

File No. 001-40760

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and the rules promulgated thereunder, set forth below are responses to the comments of the staff (the
“Staff”) of the Securities and Exchange Commission (the “SEC”) contained in your letter dated August 9, 2023 (the
“Comment Letter”) relating to the Revised Preliminary Proxy Statement on Schedule 14A (the “Revised Preliminary Proxy
Statement”) last filed by the Company on August 7, 2023. The headings and numbered paragraphs of this letter correspond to the headings
and paragraph numbers contained in the Comment Letter. To facilitate the Staff’s review, we have reproduced the text of the Staff’s
comments below. Capitalized terms used and otherwise not defined herein shall have the meanings assigned to such terms in the Preliminary
Proxy Statement.

Concurrently with the filing of this letter, the
Company is filing, via EDGAR submission, Amendment No. 4 to the Preliminary Proxy Statement (“Amendment No. 4”) reflecting,
as appropriate, the responses to the Staff’s comments contained herein. References to page numbers below (other than those in the
Staff’s comments) are to the appropriate pages of Amendment No. 4.

Securities and Exchange Commission

August 10, 2023

Page 2

Revised Preliminary Proxy Statement on Schedule 14A Filed August
7, 2023

Unaudited Pro Forma Condensed Combined Financial Information, page
47

 1. Please update the pro forma information as of the date of
the most recent financial statements included in the proxy statement. Refer to Rule 11-02(c)(1) of Regulation S-X.

 Response: In a telephone conference held on August 9, 2023, the Company discussed this comment with Mr. Ryan Milne, Ms. Theresa Brillant
                                                                          and Ms. Ta Tanisha Meadows of the Staff and it was determined and agreed that in lieu of updating the pro forma information as
                                                                          requested, the Company could include in the Revised Preliminary Proxy Statement, in addition to the Company’s unaudited
                                                                          financial statements as of and for the six-month periods ended June 30, 2023 and 2022, the Company’s unaudited financial
                                                                          statements as of and for the three-month periods ended March 31, 2023 and 2022. The Company has included such additional financial
                                                                          statements of the Company in Amendment No. 4 commencing on page F-2.

Financial Statements

Lyneer Investments LLC, page 4F-1

 2. Please note the requirement to update target company financial
statements is based on the registrant’s obligation to update under Rule 8-08 of Regulation S-X. Therefore, please update the financial
statements of Lyneer Investments LLC as of and for the six months ended June 30, 2023.

 Response: In the telephone conference referred to in response to comment 1 above, it was determined and agreed that no additional
                                                                          information will be required to be included in the Revised Preliminary Proxy Statement in response to this comment.

As the Company desires to file its definitive proxy
materials with the Commission on the date hereof and to immediately commence the mailing of such materials to its stockholders, and it
is the goal of the Company to have the Revised Preliminary Proxy Statement cleared by the Staff as soon as possible, the Company would
greatly appreciate the Staff’s review of Amendment No. 4 as promptly as practicable. If the Staff has any questions with respect
to the foregoing, please contact the undersigned at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

United States securities and exchange commission logo
August 9, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Revised Preliminary Proxy Statement on Schedule 14A
Filed August 7, 2023
File No. 001-40760
Dear Daniel Jones:
            We have reviewed your filing 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 these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Revised Preliminary Proxy Statement on Schedule 14A Filed August 7, 2023
Unaudited Pro Forma Condensed Combined Financial Information, page 47
1.Please update the pro forma information as of the date of the most recent financial
statements included in the proxy statement.  Refer to Rule 11-02(c)(1) of Regulation S-X.
Financial Statements
Lyneer Investments LLC, page F-1
2.Please note the requirement to update target company financial statements is based on the
registrant’s obligation to update under Rule 8-08 of Regulation S-X.  Therefore, please
update the financial statements of Lyneer Investments LLC as of and for the six months
ended June 30, 2023.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 August 9, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
August 9, 2023
Page 2
            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 Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters.  Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at 202-551-3264
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

August 7, 2023

VIA EDGAR

Ms. Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL
                                            Inc.Revised
 Preliminary Proxy Statement on Schedule 14A
 Filed August 1, 2023

                                                                                File
No. 001-40760

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and the rules promulgated thereunder, set forth below are responses to the comments of the staff (the
“Staff”) of the Securities and Exchange Commission (the “SEC”) contained in your letter dated August 4, 2023 (the
“Comment Letter”) relating to the Revised Preliminary Proxy Statement on Schedule 14A (the “Revised Preliminary Proxy
Statement”) last filed by the Company on August 1, 2023. The headings and numbered paragraphs of this letter correspond to the headings
and paragraph numbers contained in the Comment Letter. To facilitate the Staff’s review, we have reproduced the text of the Staff’s
comments below. Capitalized terms used and otherwise not defined herein shall have the meanings assigned to such terms in the Preliminary
Proxy Statement.

Concurrently with the filing of this letter, the
Company is filing, via EDGAR submission, Amendment No. 3 to the Preliminary Proxy Statement (“Amendment No. 3”) reflecting,
as appropriate, the responses to the Staff’s comments contained herein. References to page numbers below (other than those in the
Staff’s comments) are to the appropriate pages of Amendment No. 3.

Securities and Exchange Commission

August 7, 2023

Page 2

Revised Preliminary Proxy Statement on Schedule 14A Filed August
1, 2023

SeqLL Inc.

Financial Statements, page F-2

 1. We note you filed a Form 10-Q with June 30, 2023 interim financial statements. Please update the financial statements in the proxy
to be as current as the most recent financial statements filed with the Commission. Refer to Rule 3-12(a) of Regulation S-X.

 Response: In response to the Staff’s comment, the Company has updated the financial statements of the Company
to include the Company’s unaudited financial statements for the six-month period ended June 30, 2023 on pages F-2 to F-18 of Amendment
No. 3 and has revised the disclosures under “Management’s Discussion and Analysis of Financial Condition and Results of Operations
for SeqLL” on pages 131-138 of Amendment No. 3 to discuss the Company’s results of operations for such period and related
matters.

As the Company desires to file its definitive proxy
materials with the Commission on the date hereof and to immediately commence the mailing of such materials to its stockholders, and it
is the goal of the Company to have the Revised Preliminary Proxy Statement cleared by the Staff as soon as possible, the Company would
greatly appreciate the Staff’s review of Amendment No. 3 as promptly as practicable. If the Staff has any questions with respect
to the foregoing, please contact the undersigned at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

United States securities and exchange commission logo
August 4, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Revised Preliminary Proxy Statement on Schedule 14A
Filed August 1, 2023
File No. 001-40760
Dear Daniel Jones:
            We have reviewed your filing 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 these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Preliminary Proxy on Schedule 14A, Filed August 1, 2023
SeqLL Inc.
Financial Statements, page F-2
1.We note you filed a Form 10-Q with June 30, 2023 interim financial statements.  Please
update the financial statements in the proxy to be as current as the most recent financial
statements filed with the Commission.  Refer to Rule 3-12(a) of Regulation S-X.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 August 4, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
August 4, 2023
Page 2
            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 Tatanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters.  Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at 202-551-
3264 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
filename1.htm

ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

August 1, 2023

VIA EDGAR

Ms. Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL Inc.

Preliminary Proxy Statement on Schedule 14A

File No. 001-40760

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and the rules promulgated thereunder, set forth below are responses to the comments of the staff (the
“Staff”) of the Securities and Exchange Commission (the “SEC”) contained in your letter dated July 28, 2023 (the
“Comment Letter”) relating to the Preliminary Proxy Statement on Schedule 14A (the “Preliminary Proxy Statement”)
last filed by the Company on July 11, 2023. The headings and numbered paragraphs of this letter correspond to the headings and paragraph
numbers contained in the Comment Letter. To facilitate the Staff’s review, we have reproduced the text of the Staff’s comments
below. Capitalized terms used and otherwise not defined herein shall have the meanings assigned to such terms in the Preliminary Proxy
Statement.

Concurrently with the filing of this letter, the
Company is filing, via EDGAR submission, Amendment No. 2 to the Preliminary Proxy Statement (“Amendment No. 2”) reflecting,
as appropriate, the responses to the Staff’s comments contained herein. References to page numbers below (other than those in the
Staff’s comments) are to the appropriate pages of Amendment No. 2.

Securities and Exchange Commission

August 1, 2023

Page 2

Revised Preliminary Proxy Statement on Schedule 14A Filed July 11,
2023

Lyneer Management’s Discussion and Analysis of Financial Condition
and Results of Operations Results of Operations

Comparison of the Years Ended December 31, 2022 and 2021, page 34

 1. We read your response to comment 8 and note your revised disclosure. Please note that the supplemental discussion should reflect
all relevant pro forma adjustments required by Article 11 of Regulation S-X and should be presented separately from the discussion on
historical results. In this regard, please tell us your consideration of removing the non- GAAP discussion and revising your historical
discussion to separately compare the historical results of the respective successor and predecessor periods.

 Response: In response to the Staff’s comment, the Company has revised the disclosures under “Lyneer Management’s
                                                                          Discussion and Analysis of Financial Condition and Results of Operations” on pages 34-37 of Amendment No. 2 to remove the
                                                                          combined results of the Predecessor Period and the Successor Periods and instead to separately disclose Lyneer’s operating
                                                                          results for each respective period.

 2. We read your response to comment 9 and note your revised disclosure. Considering the material adjustment for eliminated staff positions
in your presentation of Adjusted EBITDA, please revise to discuss the impact of the eliminated positions on service revenues, if material.
Refer to Item 303(b)(2)(iii) of Regulation S-K.

 Response: As discussed further in the Company’s response to comment 3 below, Lyneer’s headcount reduction and the related elimination
of staff positions had no material impact on its service revenues. As a result, the Company believes no additional disclosure is required
in response to this comment.

 3. We read your response to comment 10. Please provide more detail on the nature of the salary reductions and severance for staff
not replaced related to COVID-19. Include in your response the nature of the positions of the staff not replaced, how the pandemic resulted
in their elimination, and whether they were revenue generating positions.

 Response: The headcount reductions of Lyneer, which included 43 positions,
primarily consisted of office staff and management positions and administrative corporate staff positions. None of those positions were
direct revenue generating positions and the elimination of such positions did not impact Lyneer’s net service revenue. Lyneer increased
its hiring for these positions to operate its business during the COVID-19 pandemic, which increased demand for Lyneer’s services.
With the subsiding of the effects of COVID-19 in 2022, Lyneer determined that it was overstaffed within those positions. Management made
the decision to permanently reduce those positions.

Securities and Exchange Commission

August 1, 2023

Page 3

Revolver, page 40

 4. We note your new disclosure in this section discussing the notification of an “over- advancement” under your revolver
of approximately $15 million. Please also disclose this unexpected liability in the risk factor on page 30 describing Lyneer’s debt
obligations.

 Response: As requested by the Staff, the Company has added disclosure
in the risk factor describing Lyneer’s debt obligations on page 30 of Amendment No. 2 describing the over-advancement under Lyneer’s
revolving credit facility.

Background of the Merger, page 69

 5. We note your response to comment 21. Your disclosure on page 71 indicates that a current SeqLL independent
director would be chosen to represent SeqLL stockholders on an “ongoing basis.” Revise this reference to refer to the post-merger
Board, if true, to avoid suggesting that such Board member would represent stockholder interests during the negotiations of the Merger
transaction.

 Response: As requested by the Staff, the Company revised the disclosure on page 71 of Amendment No. 2 to change the reference to “ongoing
basis” to refer instead to the post-Merger SeqLL board of directors.

 6. We note your revised disclosure which utilized a purchase price of Lyneer equal to eight times trailing 12 month EBITDA. Revise
to explain why this formula was used to arrive at a purchase price of $120 million for Lyneer. Further, revise to explain the basis for
the $225 million post-acquisition valuation of SeqLL.

 Response: As requested by the Staff, the Company has revised the disclose on page 70 of Amendment No. 2 to disclose that the purchase price
formula for the acquisition of Lyneer, which was equal to eight times Lyneer’s trailing 12 month EBITDA, was a formula that was
negotiated by Atlantic and the Lyneer Members at the time that letter of intent was prepared and executed by those parties. The Company
was not involved in that process. The Company has been advised that Atlantic and the Lyneer Members reached agreement on that formula
after taking into consideration a number of factors, including the history of Lyneer, including Lyneer’s then-recent acquisition
by the IDC, Lyneer’s growth rate, and an evaluation of publicly-available valuations of comparable privately-held companies.

As requested by the Staff, the
Company has further revised the disclosure on page 70 of Amendment No. 2 to disclose that the $225 million post-acquisition of
valuation of SeqLL was an amount determined by Atlantic, with the advice of its financial advisor, based upon a number of factors,
including the expected post-acquisition settlement of approximately $91.5 million of Lyneer indebtedness, the premium afforded
publicly-traded companies, the experienced management team that Atlantic would add to Lyneer and the addition of Atlantic’s
roll-up strategy to Lyneer’s long-term operating plans.

Securities and Exchange Commission

August 1, 2023

Page 4

Information About Lyneer

Lyneer Service Offerings, page 142

 7. We note your revised disclosures on pages 44 and F-66 in response to comment 30. Please tell us why the typical invoice timing
and payment terms disclosed on those pages conflict with the terms disclosed in this section.

 Response: As requested by the Staff, the Company has revised the disclosures under the caption “Lyneer Service Offerings” on page
142 of Amendment No. 2 to conform to the disclosures made on pages 44 and F-66 of Amendment No. 2.

General

 8. We note your response to comment 32 and reissue in part. We acknowledge the explanation in your response
letter, but please also disclose that you will be relying on the exemption from registration provided by Section 4(a)(2) under the Securities
Act in the proxy statement.

 Response: As requested by the Staff, the Company has added disclosure on page 68 of Amendment No. 2 disclosing that the Company will be
                                                                          relying on the exemption from registration in Section 4(a)(2) of the Securities Act for issuing of shares of its common stock in the
                                                                          Merger.

If the Staff has any questions with
respect to the foregoing, please contact the undersigned at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

cc: Mr. Daniel Jones

United States securities and exchange commission logo
July 28, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Revised Preliminary Proxy Statement on Schedule 14A
Filed July 11, 2023
File No. 001-40760
Dear Daniel Jones:
            We have reviewed your filing 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 these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Revised Preliminary Proxy Statement on Schedule 14A Filed July 11, 2023
Lyneer Management's Discussion and Analysis of Financial Condition and Results of Operations
Results of Operations
Comparison of the Years Ended December 31, 2022 and 2021, page 34
1.We read your response to comment 8 and note your revised disclosure. Please note that
the supplemental discussion should reflect all relevant pro forma adjustments required by
Article 11 of Regulation S-X and should be presented separately from the discussion on
historical results. In this regard, please tell us your consideration of removing the non-
GAAP discussion and revising your historical discussion to separately compare the
historical results of the respective successor and predecessor periods.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 July 28, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
July 28, 2023
Page 2
2.We read your response to comment 9 and note your revised disclosure.  Considering the
material adjustment for eliminated staff positions in your presentation of Adjusted
EBITDA, please revise to discuss the impact of the eliminated positions on service
revenues, if material. Refer to Item 303(b)(2)(iii) of Regulation S-K.
3.We read your response to comment 10.  Please provide more detail on the nature of the
salary reductions and severance for staff not replaced related to COVID-19.  Include in
your response the nature of the positions of the staff not replaced, how the pandemic
resulted in their elimination, and whether they were revenue generating positions.
Revolver, page 40
4.We note your new disclosure in this section discussing the notification of an "over-
advancement" under your revolver of approximately $15 million. Please also disclose this
unexpected liability in the risk factor on page 30 describing Lyneer's debt obligations.
Background of the Merger, page 69
5.We note your response to comment 21.  Your disclosure on page 71 indicates that a
current SeqLL independent director would be chosen to represent SeqLL stockholders on
an "ongoing basis."  Revise this reference to refer to the post-merger Board, if true, to
avoid suggesting that such Board member would represent stockholder interests during the
negotiations of the Merger transaction.
6.We note your revised disclosure which utilized a purchase price of Lyneer equal to eight
times trailing 12 month EBITDA.  Revise to explain why this formula was used to arrive
at a purchase price of $120 million for Lyneer.  Further, revise to explain the basis for the
$225 million post-acquisition valuation of SeqLL.
Information About Lyneer
Lyneer Service Offerings, page 142
7.We note your revised disclosures on pages 44 and F-66 in response to comment 30. Please
tell us why the typical invoice timing and payment terms disclosed on those pages conflict
with the terms disclosed in this section.
General
8.We note your response to comment 32 and reissue in part. We acknowledge the
explanation in your response letter, but please also disclose that you will be relying on the
exemption from registration provided by Section 4(a)(2) under the Securities Act in the
proxy statement.
            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.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 July 28, 2023 Page 3
 FirstName LastName
Daniel Jones
SeqLL, Inc.
July 28, 2023
Page 3
            You may contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters.  Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at 202-551-3264
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

United States securities and exchange commission logo
July 17, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Registration Statement on Form S-1
Filed June 23, 2023
File No. 333-272908
Dear Daniel Jones:
            We have reviewed your registration statement 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 registration 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 registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form S-1 Filed June 23, 2023
The Offering, page 6
1.We note your disclosure on page 7 that you refer to an "initial offering price." We believe
this to be a typo, but please clarify.
2.We note your disclosure that there is no established public market for the Warrants being
registered. Please describe the factors considered in determining the exercise price of the
warrants. Refer to Item 505(b) of Regulation S-K.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 July 17, 2023 Page 2
 FirstName LastName
Daniel Jones
SeqLL, Inc.
July 17, 2023
Page 2
Risk Factors, page 11
3.We note that in your preliminary proxy statement, filed June 5, 2023, you included a risk
factor detailing the risks associated with substantial transaction costs in connection with
the Merger. Please include this risk factor in this registration statement or explain why it is
not material.
4.We note that in your preliminary proxy statement, filed June 5, 2023, you included a risk
factor detailing the risks associated with actions taken by SeqLL's officers and directors to
increase the likelihood of approval of the Merger having a depressive effect on the price
of your common stock. Please include this risk factor in this registration statement or
explain why it is not material.
5.We note recent instances of extreme stock price run-ups followed by rapid price declines
and stock price volatility seemingly unrelated to company performance following a
number of recent public offerings, particularly among companies with relatively smaller
public floats. Revise to include a separate risk factor, or supplement an existing risk
factor, addressing the potential for rapid and substantial price volatility and discuss the
risks to investors when investing in stock where the price is changing rapidly. Clearly
state that such volatility, including any stock-run up, may be unrelated to your actual or
expected operating performance and financial condition or prospects, making it difficult
for prospective investors to assess the rapidly changing value of your stock.
Risks Related to this Offering and Ownership of Our Common Stock and Warrants
We do not anticipate paying any cash dividends on our common stock in the foreseeable future
and, as such, capital appreciation, if any..., page 29
6.We note your disclosure on page 3 that you will be declaring a cash dividend as a
requirement of the Merger Agreement. However, your risk factor here states that you
"have never declared or paid cash dividends." Please clarify this discrepancy. Make
consistent changes under "Dividend Policy," on page 33.
General
7.Please see our comments on the Proxy Statement filed June 5, 2023 and apply them here,
as applicable.
            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.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 July 17, 2023 Page 3
 FirstName LastName
Daniel Jones
SeqLL, Inc.
July 17, 2023
Page 3
            You may contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters.  Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at 202-551-3264
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
1
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ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

July 10, 2023

VIA EDGAR

Ms. Tanisha Meadows

Ms. Theresa Brillant

Mr. Nicholas Nalbantian

Ms. Mara Ransom

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL Inc.

Preliminary Proxy Statement on Schedule 14A

File No. 001-40760

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and the rules promulgated thereunder, set forth below are responses to the comments of the staff (the
“Staff”) of the Securities and Exchange Commission (the “SEC”) contained in your letter dated July 3, 2023 (the
“Comment Letter”) relating to the Preliminary Proxy Statement on Schedule 14A (the “Preliminary Proxy Statement”)
filed by the Company on June 5, 2023. The headings and numbered paragraphs of this letter correspond to the headings and paragraph numbers
contained in the Comment Letter. To facilitate the Staff’s review, we have reproduced the text of the Staff’s comments in
italics below. Capitalized terms used and otherwise not defined herein shall have the meanings assigned to such terms in the Preliminary
Proxy Statement.

Concurrently with the filing of this letter, the
Company is filing, via EDGAR submission, Amendment No. 1 to the Preliminary Proxy Statement (“Amendment No. 1”) reflecting,
as appropriate, the responses to the Staff’s comments contained herein. References to page numbers below (other than those in the
Staff’s comments in italics) are to the appropriate pages of Amendment No. 1.

Securities and Exchange Commission

July 10, 2023

Page 2

The Company has asked us to convey the following
responses to the Staff:

Preliminary Proxy on Schedule 14A, Filed June 5, 2023

Q: What is the value of the Merger consideration?, page 2

1. We note your disclosure here describing the total consideration for the Merger being $60,000,000 in cash and 159,866,898 in shares
of SeqLL common stock. We also note that as part of this proxy you are asking for approval for a 30 to 1 reverse stock split. Please clarify
the disclosure in this section to make clear where in the sequence of the reverse stock split and the increase in authorized common stock
this total falls, such that shareholders may better compare the proposed Merger consideration to their own holdings.

 Response: As requested by the Staff, the Company has revised the response to
the inquiry “What is the value of the Merger consideration?” on page 2 of Amendment No. 1 to clarify the sequence of the proposed
reverse stock split relative to the Capital Raise and the closing of the Merger.

Risks Related to the Merger Proposal

The merger is subject to a number of conditions, page 17

2. We note your disclosure on pages 92 and F-6 that Nasdaq has provided you with notice that SeqLL is not in compliance with the minimum
bid price requirement. Please disclose the risk here, or in a standalone risk factor, that should you be unable to satisfy Nasdaq’s requirements
in the allotted time, Nasdaq may delist SeqLL’s common stock and disclose the consequences of any delisting. We note that continued listing
is a condition of the Merger; clarify whether this condition may be waived by either or both parties.

    Response:
    As requested by the Staff, the Company has revised the disclosure in the risk factor relating to the Company’s compliance with Nasdaq’s minimum bid price requirement on page 20 of Amendment No.1 to update the disclosure for recent events and to clarify that the continued Nasdaq listing of the Company’s securities is a condition to the closing of the Merger that may be waived by the parties, although it is unlikely to be waived.

Securities and Exchange Commission

July 10, 2023

Page 3

The Merger will result in changes to SeqLL’s board of
directors and management that may affect the strategy and operations..., page 20

3. We note that following the merger, only David Pfeffer will remain from the current SeqLL board. Please
include this disclosure, either here or in a standalone risk factor, that post-merger the majority of your officers and directors will
have no or limited experience managing a public company which is required to establish and maintain disclosure controls and procedures
and internal control over financial reporting.

 Response: While the Staff is correct in noting that only David Pfeffer will remain
from the current SeqLL board, the Company believes the risk factor relating to the changes in the Company’s management and board
of directors, as set out on page 21 of Amendment No. 1, should not be changed in response to this comment as it concerns the possible
change in the strategy and operations of the public company and does not address the risk the Staff has stated regarding the ability of
the new board to establish and maintain disclosure controls and procedures and internal control over financial reporting for the post-Merger
public company.

With regard to the Staff’s concern that the post-Merger management
and board does not have the required experience in establishing and maintaining disclosure controls and procedures for a public company,
the Company believes the experience of the persons who will assume control of the management of the post-Merger company, as set forth
in the management biographies under the caption “Directors and Executive Officers Following the Merger” on page 149 of Amendment
No. 1, qualifies such persons to establish and maintain disclosure controls and procedures for the post-Merger company, as follows:

 · Robert Machinist: formerly CEO and Chairman of the Board of
Troika Media Group (Nasdaq: TRKA) (“Troika”); Vice Chairman of Pyrolyx A.G.(ASX:PLX); Chairman of CIFC Corp.(Nasdaq: CIFC);
a board member of ECD Autodesign (Nasdaq: ECDA, pending); and managing director and head of investment banking of Bank of New York and
its capital markets division.

 · Jeffrey Jagid: formerly a director, Chairman and Chief Executive
Officer of ThinkEco Inc.; Chairman and Chief Executive Officer of I.D. Systems, Inc. (Nasdaq: IDSY).

 · Christopher Broderick: formerly Chief Operating Officer and
Chief Financial Officer of Troika.

 · Michael Tenore: formerly General Counsel and Vice President
of Regulatory Affairs of Troika; and General Counsel at RNK, Inc.

 · Jeffrey Kurtz: formerly a director of Troika.

Together with Mr. Pfeffer, four of the six executive officers and members
of the post-Merger board of directors of the Company have experience as senior management or as a member of the board of directors of
a public company. As a result, the Company believes a statement indicating that the majority of the post-Merger executive officers and
board member have no experience managing a public company that is required to establish and maintain disclosure controls and procedures
and internal control over financial reporting, would not be factually accurate. The Company does not believe a separate risk factor is
required in response to this comment.

SeqLL stockholders will experience immediate dilution…,
page 23

 4. Elaborate upon this risk factor to discuss in greater detail the additional risks of dilution from the Capital Raise, by providing
an estimated number of shares that may be issued in such transaction, as well as the risks of the Stock Distribution.

    Response:
    As requested by the Staff, the Company has revised the disclosure in the risk factor relating to the dilution to be experienced by the current stockholders of the Company as a result of the closings of the Merger and the Capital Raise and the related Stock Distribution on page 23 of Amendment No.1 to include estimates of the numbers of shares of the Company’s common stock to be issued in such transactions, as well as the percentage ownerships of the Company’s common stock by the Company’s pre-Merger stockholders, the Sellers in the Merger and the investors in the Capital Raise following such transactions.

Risks Related to Lyneer’s Business, page 26

    5.
    Revise to include a risk factor that quantifies the amount of debt Lyneer currently has outstanding and the repayment terms associated with such debt. Explain how Lyneer intends to repay such amounts when due, and any risks associated with failure to repay such debt, considering the historical failure of Lyneer to make certain payments due under the Seller and Earnout Notes.

    Response:
    As requested by the Staff, the Company has added a risk factor on page 30 of Amendment No. 1 reflecting the risks relating to(i)  the amount of Lyneer’s outstanding indebtedness and the repayment terms of such indebtedness, (ii) Lyneer’s plans for the repayment of such indebtedness and (iii) the risks associated with the non-payment of such indebtedness.

Securities and Exchange Commission

July 10, 2023

Page 4

Lyneer faces risks associated with litigation and claims., page
27

    6.
    We note your disclosure here that Lyneer is subject to a number of lawsuits and class action lawsuits. Please provide some additional details as to the nature and potential size of these lawsuits and class action lawsuits.  In addition, please also include a “legal proceedings” sub-section to the “Information About Lyneer” section consistent with Item 102 of Regulation S-K.

    Response:
    As requested by the Staff, the Company has revised the risk factor relating to Lyneer litigation on page 27 of Amendment No. 1 to provide additional details regarding the nature of the claims. In addition, the Company has revised the disclosure under the caption “Information About Lyneer” to add a subsection on page 146 of Amendment No. 1 describing its material litigation as required by Item 102 of Regulation S-K.

Lyneer has customer concentration, page 28

7. Revise to clarify the terms of any agreement Lyneer has with this customer, including the duration.

    Response:
    As requested by the Staff, the Company has added disclosure to the risk factor regarding Lyneer’s customer concentration on page 28 of Amendment No. 1 to provide the principal terms, including the duration, of its agreement with this customer.

Lyneer Management’s Discussion and Analysis of Financial
Condition and Results of Operations

Results of Operations

Comparison of the Years Ended December 31, 2022 and 2021:, page
34

8. We note your aggregation for the results of operations of the Successor period from August 31,
2021 to December 31, 2021 with those of the Predecessor period from January 1, 2021 to August 30,
2021. Please tell us how you determined it is appropriate to combine these results as your current discussion combines two different bases
of accounting. Please advise or revise your discussion.

 Response: As requested by the Staff, the Company has revised its disclosures
on pages 34-35 of Amendment No. 1 to (i) clarify why management believes that key performance metrics for the Successor periods, when
combined with the Predecessor periods, provide more meaningful comparisons to other periods and are useful in identifying business trends,
(ii) include a reconciliation of the Successor and Predecessor periods where applicable, and (iii) clearly disclose the combined results
as “Non-GAAP Combined.”

    9.
    Please quantify the extent to which changes in service revenue are attributable to changes in prices or to change in the volume of services being sold. Refer to Item 303(b)(2)(iii) of Regulation S-K.

    Response:
    As requested by the Staff, the Company has revised the disclosures on page 35 of Amendment No. 1 to quantify the extent to which changes in service revenue are attributable to changes in prices or to changes in the volume of services being sold in according to Item 303(b)(2)(iii) of Regulation S-K

Adjusted EBITDA, page 34

10. We note the adjustments for “severance and salary reductions for staff positions eliminated and not replaced” to arrive
at the non-GAAP measure Adjusted EBITDA. Please tell us more about the reduction in force that occurred in the year ended December 31,
2022 and the three months ended March 31, 2023. Additionally, tell us how the adjustments are in compliance with Question 100.01 of the
Compliance and Disclosure Interpretations on Non-GAAP Financial Measures (C&DI’s).

 Response: As requested by the Staff, the Company has enhanced its disclosures
regarding Adjusted EBITDA on pages 37-38 of Amendment No. 1 to arrive at the non-GAAP measure of adjusted EBITDA. The Company and Lyneer
view these severance costs as being non-recurring in nature resulting from the ongoing COVID-19 pandemic based on the industry in which
the Company operates, and believes its position is consistent with Question 100.01 of the Staff’s C&DI on non-GAAP Financial
Measures. Lyneer believes these severance costs are not normal operating expenses and do not occur repeatedly or occasionally, including
at irregular intervals, and therefore are appropriate non-GAAP adjustments. The pandemic-related expenses incurred by Lyneer represented
incremental charges through March 31, 2023, and Lyneer believes that excluding the impact of these Covid-19 pandemic-related costs on
its operating results provides information that is meaningful to investors and is not misleading.

Securities and Exchange Commission

July 10, 2023

Page 5

11. We note litigation costs as an adjustment to arrive at the non-GAAP measure Adjusted EBITDA. Please tell us how the adjustment
is in compliance with the Compliance and Disclosure Interpretations on Non-GAAP Financial Measures (C&DI’s).

    Response:
    The Company respectfully acknowledges the Staff’s comment and have removed litigation costs to arrive at non-GAAP Adjusted EBITDA on page 38 of Amendment No. 1.

Liquidity and Capital Resources, page 38

12. Please revise your disclosure to provide a comparative analysis of changes in the reported amount in each operating, investing
and financing cash flows from period to period. Refer to Item 303(b) of Regulation S-K for guidance regarding material changes.

    Response:
    As requested by the Staff, the Company has revised the discussion under the caption “Liquidity and Capital Resources” on page 40 of Amendment No. 1 to provide a comparative analysis of the changes from period to period in the reported amounts of  operating, investing and financing cash flows.

Revolver, page 39

13. We note your disclosure that Lyneer maintains a revolver with IDC of $125 million. However, on page 40 you disclose that as of
March 31, 2023 the balance of the revolver was $66,060,944 and the available borrowing capacity as of the same date was $18,316,513. Clarify,
if true, that this amount excludes a portion of the amount due under the revolver that IDC has agreed to pay and quantify this amount,
with a view to explaining the difference in the amounts you disclose here and the total capacity of $125 million.

    Response:
    As requested by the Staff, the Company has updated its disclosures regarding the Revolver on page 40 of Amendment No. 1 to include a reconciliation of between the $125 million revolving line of credit and the amounts recorded as a liability on Lyneer’s balance sheet as of December 31, 2022 and March 31, 2023. As of both balance sheet dates, the residual difference of the $125 million revolver between the $66,060,944 liability that was recorded by Lyneer and borrowing base capacity represented the portion of the outstanding revolver facility that IDC has agreed to pay and is responsible for.

Proposal I: The Merger Proposal, page 64

14. In an appropriate place in your disclosure, revise to provide a graphical depiction of the merger and related transactions discussed
in the proxy statement and depict the ownership interests of each entity before and after the transactions.

United States securities and exchange commission logo
July 3, 2023
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Preliminary Proxy on Schedule 14A
Filed June 5, 2023
File No. 001-40760
Dear Daniel Jones:
            We have reviewed your filing 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 these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Preliminary Proxy on Schedule 14A, Filed June 5, 2023
Q: What is the value of the Merger consideration?, page 2
1.We note your disclosure here describing the total consideration for the Merger being
$60,000,000 in cash and 159,866,898 in shares of SeqLL common stock. We also note
that as part of this proxy you are asking for approval for a 30 to 1 reverse stock split.
Please clarify the disclosure in this section to make clear where in the sequence of the
reverse stock split and the increase in authorized common stock this total falls, such that
shareholders may better compare the proposed Merger consideration to their own
holdings.
Risks Related to the Merger Proposal
The merger is subject to a number of conditions., page 17
2.We note your disclosure on pages 92 and F-6 that Nasdaq has provided you with notice
that SeqLL is not in compliance with the minimum bid price requirement. Please disclose

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 July 3, 2023 Page 2
 FirstName LastNameDaniel Jones
SeqLL, Inc.
July 3, 2023
Page 2
the risk here, or in a standalone risk factor, that should you be unable to satisfy Nasdaq's
requirements in the allotted time, Nasdaq may delist SeqLL's common stock and disclose
the consequences of any delisting. We note that continued listing is a condition of the
Merger; clarify whether this condition may be waived by either or both parties.
The Merger will result in changes to SeqLL's board of directors and management that may affect
the strategy and operations..., page 20
3.We note that following the merger, only David Pfeffer will remain from the current
SeqLL board. Please include this disclosure, either here or in a standalone risk factor, that
post-merger the majority of your officers and directors will have no or limited experience
managing a public company which is required to establish and maintain disclosure
controls and procedures and internal control over financial reporting.
SeqLL stockholders will experience immediate dilution..., page 23
4.Elaborate upon this risk factor to discuss in greater detail the additional risks of dilution
from the Capital Raise, by providing an estimated number of shares that may be issued in
such transaction, as well as the risks of the Stock Distribution.
Risks Related to Lyneer's Business, page 26
5.Revise to include a risk factor that quantifies the amount of debt Lyneer currently has
outstanding and the repayment terms associated with such debt.  Explain how Lyneer
intends to repay such amounts when due, and any risks associated with failure to repay
such debt, considering the historical failure of Lyneer to make certain payments due under
the Seller and Earnout Notes.
Lyneer faces risks associated with litigation and claims., page 27
6.We note your disclosure here that Lyneer is subject to a number of lawsuits and class
action lawsuits. Please provide some additional details as to the nature and potential size
of these lawsuits and class action lawsuits. In addition, please also include a "legal
proceedings" sub-section to the "Information About Lyneer" section consistent with Item
103 of Regulation S-K.
Lyneer has customer concentration, page 28
7.Revise to clarify the terms of any agreement Lyneer has with this customer, including the
duration.
Lyneer Management's Discussion and Analysis of Financial Condition and Results of Operations
Results of Operations
Comparison of the Years Ended December 31, 2022 and 2021:, page 34
8.We note your aggregation of the results of operations of the Successor period from August
31, 2021 to December 31, 2021 with those of the Predecessor period from January 1,

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 July 3, 2023 Page 3
 FirstName LastNameDaniel Jones
SeqLL, Inc.
July 3, 2023
Page 3
2021 to August 30, 2021.  Please tell us how you determined it is appropriate to combine
these results as your current discussion combines two different bases of accounting.
Please advise or revise your discussion.
9.Please quantify the extent to which changes in service revenue are attributable to changes
in prices or to changes in the volume of services being sold.  Refer to Item 303(b)(2)(iii)
of Regulation S-K.
Adjusted EBITDA, page 36
10.We note the adjustments for "severance and salary reductions for staff positions
eliminated and not replaced" to arrive at the non-GAAP measure Adjusted
EBITDA.  Please tell us more about the reduction in force that occurred in the year ended
December 31, 2022 and the three months ended March 31, 2023.  Additionally, tell us
how the adjustments are in compliance with Question 100.01 of the Compliance and
Disclosure Interpretations on Non-GAAP Financial Measures (C&DI’s).
11.We note litigation costs as an adjustment to arrive at the non-GAAP measure Adjusted
EBITDA.  Please tell us how the adjustment is in compliance with the Compliance and
Disclosure Interpretations on Non-GAAP Financial Measures (C&DI’s).
Liquidity and Capital Resources, page 38
12.Please revise your disclosure to provide a comparative analysis of changes in the reported
amount in each operating, investing and financing cash flows from period to period.
Refer to Item 303(b) of Regulation S-K for guidance regarding material changes.
Revolver, page 39
13.We note your disclosure that Lyneer maintains a revolver with IDC of $125 million.
However, on page 40 you disclose that as of March 31, 2023 the balance of the revolver
was $66,060,944 and the available borrowing capacity as of the same date was
$18,316,513. Clarify, if true, that this amount excludes a portion of the amount due under
the revolver that IDC has agreed to pay and quantify this amount, with a view to
explaining the difference in the amounts you disclose here and the total capacity of $125
million.
Proposal I: The Merger Proposal, page 64
14.In an appropriate place in your disclosure, revise to provide a graphical depiction of the
merger and related transactions discussed in the proxy statement and depict the ownership
interests of each entity before and after the transactions.
Background of the Merger, page 65
15.Elaborate upon the nature of the "preliminary diligence information regarding Atlantic"
that was provided after the January 25, 2023 introductory e-mail. Disclose the terms of the

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 July 3, 2023 Page 4
 FirstName LastName
Daniel Jones
SeqLL, Inc.
July 3, 2023
Page 4
letter of intent Atlantic signed with Lyneer at the time Mr. Bressman reached out to Mr.
Jones, including any valuation amounts, and explain whether the terms of that letter of
intent were revised up to the time of execution of the Merger Agreement.
16.Disclose the material terms of the various drafts of the letter starting with the "high-level"
version shared on January 27, 2023 up to the final version  approved by the Board on
February 2, 2023. Identify the "improved terms" Mr. Jones had negotiated.  Disclose any
valuation or consideration terms included in the drafts and how and why such amounts
evolved, if at all.
17.We note your disclosure on page 66 that over the weekend of January 28 and 29 you
considered the fact that Atlantic would not continue SeqLL's current line of business. We
also note that by February 2nd the board of SeqLL had provided its unanimous consent to
enter into a non-binding letter of intent with Atlantic. Please clarify when the board of
SeqLL was able to discuss the end of their current line of business and pursue a brand new
line of business following the Merger.
18.Explain how you arrived at the $12 million amount of equity value to be provided to
existing SeqLL stockholders post-merger.
19.Please disclose if any alternatives to Atlantic were considered. If none, please disclose as
much.
20.We note your disclosure on page 66 that on February 3, 2023 the preliminary draft of the
merger agreement was shared and on page 68 that on April 28, 2023 McKim's evaluation
deemed the consideration for the transaction as fair to the SeqLL shareholders. Please
clarify how the amount of consideration was ultimately arrived at in the intervening time.
21.Identify the independent director that was chosen to represent SeqLL stockholders, which
was proposed by the Board in late February and early March 2023, and the role that such
director played throughout the ensuing negotiations.
Merger Consideration, page 77
22.Provide an example of how the adjustment mechanism will adjust the consideration in the
Merger by disclosing a hypothetical example using an Offering Price of less than $.864.
Consider using a current stock price, if appropriate, to illustrate the mechanism.
Proposal III - The Reverse Stock Split Proposal
Reasons for the Reverse Stock-Split, page 92
23.We note that you had until June 19, 2023 to regain compliance with Nasdaq's minimum
bid price requirement. In this regard, your Form 8-K dated June 20, 2023 discloses your
intent to appeal Nasdaq’s determination to a hearings panel. Please update your disclosure
as to your current status.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 July 3, 2023 Page 5
 FirstName LastName
Daniel Jones
SeqLL, Inc.
July 3, 2023
Page 5
Proposal VII: Asset Sale Proposal
Reasons for the Asset Purchase Agreement, page 105
24.Disclose the value of the pre-Merger business operations and assets, as well as pre-merger
liabilities, that were considered by SeqLL's board of directors. In this regard, we note your
risk factor disclosure indicating that certain liabilities will not or may not be transferred.
Explain how you arrived at the de minimis amount of consideration that is being offered
for such assets.
25.Disclose whether the Board considered any risks or negative factors relating to the
proposed asset sale, including Mr. Jones' conflicts in negotiating the terms of the asset
sale.
Necessity for Stockholder Approval, page 106
26.Clarify the number of shares that would need to vote in favor of the Asset Purchase
Agreement in order to receive stockholder approval for the transaction. Clarify whether
"certain of the employees of SeqLL" that are purchasing the business operations of SeqLL
are also shareholders of SeqLL and, if so, why they are considered "disinterested"
stockholders.
Information about Lyneer, page 137
27.In an appropriate place in this discussion, explain the material terms of the agreements
you enter into with your clients in connection with each of the services you provide.
Directors and Executive Officers
Directors and Executive Officers Following the Merger, page 144
28.We note on page 28 your risk factor describing security breaches and cybersecurity risks
and risks of data loss due to security breaches as a material risk to Lyneer's business.
Since cybersecurity and cyber-attacks are a potential risk, please also disclose in this
section the nature of the board's role in overseeing your cybersecurity risks, including in
connection with the company's third party providers.
Financial Statements, page F-1
29.Please tell us your consideration of providing audited financial statements of Atlantic
Acquisition Corp and the accounting basis for your conclusion.  Additionally, we note that
the column for "Atlantic historical" in the unaudited pro forma financial information
section is currently blank. Please advise.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL, Inc.
 July 3, 2023 Page 6
 FirstName LastName
Daniel Jones
SeqLL, Inc.
July 3, 2023
Page 6
Lyneer Notes to Consolidated Financial Statements
Note 2: Summary of Significant Accounting Policies
Revenue Recognition
Temporary Placement Services Revenue, page F-66
30.Please expand your revenue recognition policy to discuss the nature, amount, timing, and
uncertainty of revenues and cash flows arising from contracts with customers.  For
instance, you should disclose the typical time frame and payment terms of contracts.
Refer to ASC 606-10-50-1 and 606-10-50-12.
Note 7: Goodwill and Goodwill Impairment, page F-70
31.We note the entire balance of goodwill recognized in the IDC transaction was impaired in
the same period as the transaction.  Please expand the disclosure to explain in more detail
the facts and circumstances leading to the impairment charge.  See ASC 350-20-50-2(a).
General
32.Tell us the exemption relied upon for the issuance of shares in the merger transaction, and
the basis for such reliance.
            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 Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters.  Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at 202-551-3264
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Eric M. Hellige

CORRESP
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SeqLL,
Inc.

3 Federal Street

Billerica, MA 01821

December 5, 2022

VIA EDGAR

Mr. Sean Healy

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:

    SeqLL, Inc.

    Registration Statement on Form S-3

    Filed November 14, 2022

    File No. 333-268319

Ladies and Gentlemen:

Pursuant
to Rules 460 and 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, SeqLL, Inc. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00
p.m., Eastern Time, on Thursday, December 8, 2022, or as soon thereafter as may be practicable.

We acknowledge that a declaration
by the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, that the
Registration Statement is effective does not foreclose the Commission from taking any action with respect to the Registration Statement.
We further acknowledge that such a declaration of effectiveness does not relieve the Company from our full responsibility for the adequacy
and accuracy of the disclosure in the Registration Statement. We understand that we may not assert staff comments to the Registration
Statement or the declaration of effectiveness by the Commission as a defense in any proceeding initiated by the Commission or any person
under the federal securities laws of the United States.

If you have any questions, please
do not hesitate to contact Eric M. Hellige at Pryor Cashman LLP, outside counsel to the Company, at ehellige@pryorcashman.com (telephone
212-326-0846).

    Very truly yours,

    /s/Daniel Jones

    Daniel Jones

    Chief Executive Officer

    cc:
    Eric M. Hellige, Esq.

United States securities and exchange commission logo
November 22, 2022
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Registration Statement on Form S-3
Filed November 14, 2022
File No. 333-268319
Dear Daniel Jones:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  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.
            Please contact Sean Healy at (202) 551-5586 with any questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc:       Eric M. Hellige, Esq.

United States securities and exchange commission logo
August 29, 2022
Daniel Jones
Chief Executive Officer
SeqLL, Inc.
3 Federal Street
Billerica, MA 01821
Re:SeqLL, Inc.
Draft Registration Statement on Form S-1
Submitted August 25, 2022
CIK No. 0001605888
Dear Mr. Jones:
            This is to advise you that we do not intend to review your registration statement.
            We request that you publicly file your registration statement no later than 48 hours prior
to the requested effective date and time. Please refer to Rules 460 and 461 regarding requests for
acceleration. 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.
            Please contact Jason Drory at 202-551-8342 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Eric M. Hellige

CORRESP
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SEQLL
INC.

317 New
Boston Street, Suite 210

Woburn,
MA 01801

August 23, 2021

VIA EDGAR

Ms. Jen Do

Ms. Lynn Dicker

Ms. Margaret Schwartz

Mr. Tim Buchmiller

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:

    SeqLL Inc.

    File No. 333-254886

    Registration Statement on Form S-1

Ladies and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, SeqLL Inc. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 5:00
p.m., Eastern Time, on Thursday, August 26, 2021, or as soon thereafter as may be practicable.

We acknowledge that a declaration
by the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, that the
Registration Statement is effective does not foreclose the Commission from taking any action with respect to the Registration Statement.
We further acknowledge that such a declaration of effectiveness does not relieve the Company from our full responsibility for the adequacy
and accuracy of the disclosure in the Registration Statement. We understand that we may not assert staff comments to the Registration
Statement or the declaration of effectiveness by the Commission as a defense in any proceeding initiated by the Commission or any person
under the federal securities laws of the United States.

Should you have any questions regarding this matter
or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman LLP, at (212) 326-0846.

  Very truly yours,

  /s/ Daniel Jones

  Daniel Jones

  Chief Executive Officer

cc:  Eric M. Hellige, Esq.

CORRESP
1
filename1.htm

August 23, 2021

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 Attn: Jen Do

Lynn Dicker

Margaret Schwartz

Tim Buchmiller

 Re: SeqLL Inc.

Registration Statement on Form S-1, as amended

Filed March 31, 2021

File No. 333-254886

Ladies and Gentlemen:

As the underwriter of the proposed
offering of SeqLL Inc. (the “Company”), we hereby join the Company’s request
for acceleration of the above-referenced Registration Statement, requesting effectiveness for 5:00 p.m., Eastern Time, on Thursday, August
26, 2021, or as soon thereafter as is practicable.

Pursuant to Rule 460 of the General
Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, we, acting on behalf
of the several underwriters, wish to advise you that, through August 23, 2021, we distributed to each underwriter or dealer, who is reasonably
anticipated to be invited to participate in the distribution of the security, as many copies, as well as “E-red” copies of
the Preliminary Prospectus dated August 23, 2021, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The undersigned advise that they
have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

    Very truly yours,

    Maxim Group LLC

    By:
    /s/ Clifford A. Teller

    Name: Clifford A. Teller

Title: Head of Investment Banking, Executive Managing Director

CORRESP
1
filename1.htm

ERIC
M. HELLIGE

Partner

DIRECT
TEL: 212-326-0846

FAX:
212-326-0806

ehellige@pryorcashman.com

August
23, 2021

VIA
EDGAR

Ms.
Jen Do

Ms.
Lynn Dicker

Ms.
Margaret Schwartz

Mr.
Tim Buchmiller

Securities
and Exchange Commission

Division
of Corporate Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    SeqLL
    Inc.

    Amendment
    No. 4 to Registration Statement on Form S-1

    File
    No. 333-254886

Ladies
and Gentlemen:

On
behalf of our client, SeqLL Inc., a Delaware corporation (the “Company”), and pursuant to the applicable provisions of
the Securities Act of 1933, as amended (the “Securities Act”), and the rules promulgated thereunder, we hereby
submit in electronic form the accompanying Amendment No. 4 (“Amendment No. 4”) to the Registration Statement on Form S-1
of the Company (the “Registration Statement”), marked to indicate changes from Amendment No. 3  to the Registration
Statement that was filed with the Securities and Exchange Commission (the “Commission”) on August 16, 2021.

Amendment
No. 4 updates Amendment No. 3 to the Registration Statement to include additional selling restrictions under the caption
“Underwriting” in the prospectus.

As
the Company intends to continue the marketing the offering this week and it is the goal of the Company to have the Form S-1 declared
effective as soon as possible, the Company would greatly appreciate the Staff’s review of Amendment No. 4 as promptly as
practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212)
326-0846.

    Very
    truly yours,

    /s/
    Eric M. Hellige

    Eric
    M. Hellige

 cc: Daniel
Jones

SeqLL
Inc.

CORRESP
1
filename1.htm

ERIC
M. HELLIGE

Partner

DIRECT
TEL: 212-326-0846

FAX:
212-326-0806

ehellige@pryorcashman.com

August
16, 2021

VIA
EDGAR

Ms.
Jen Do

Ms.
Lynn Dicker

Ms.
Margaret Schwartz

Mr.
Tim Buchmiller

Securities
and Exchange Commission

Division
of Corporate Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    SeqLL
    Inc.

    Amendment
    No. 3 to Registration Statement on Form S-1

    File
    No. 333-254886

Ladies
and Gentlemen:

On
behalf of our client, SeqLL Inc., a Delaware corporation (the “Company”), and pursuant to the applicable provisions of the Securities
Act of 1933, as amended (the “Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form
the accompanying Amendment No. 3 (“Amendment No. 3”) to the Registration Statement on Form S-1 of the Company (the “Registration
Statement”), marked to indicate changes from Amendment No. 2 to the Registration Statement that was filed with the Securities and
Exchange Commission (the “Commission”) on June 25, 2021.

Amendment
No. 3 updates Amendment No. 2 to the Registration Statement primarily to include the Company’s unaudited financial statements for
the six-month periods ended June 30, 2021 and 2020, reflect the receipt by the Company of Nasdaq approval for the listing of the Company’s
common stock and warrants, add a redemption feature to the warrants being offered and add the Exhibit 5 legal opinion to the Registration
Statement.

As
the Company intends to commence the marketing the offering this week and it is the goal of the Company to have the Form S-1 declared
effective as soon as possible, the Company would greatly appreciate the Staff’s review of Amendment No. 3 as promptly as practicable.
If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212) 326-0846.

    Very
    truly yours,

    /s/
    Eric M. Hellige

    Eric
    M. Hellige

 cc: Daniel
Jones

SeqLL
Inc.

CORRESP
1
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ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

June 25, 2021

VIA EDGAR

Ms. Jen Do

Ms. Lynn Dicker

Ms. Margaret Schwartz

Mr. Tim Buchmiller

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    Property Solutions Acquisition Corp.

Registration Statement on Form S-4

Amendment No. 2 Filed on June 21, 2021

File No. 333-255027

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933, as amended (the
“Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the accompanying Amendment No.
2 to Registration Statement on Form S-1 of the Company (“Amendment No. 2”), marked to indicate changes from Amendment No.
1 to the Registration Statement on Form S-1 that was filed with the Securities and Exchange Commission (the “Commission”)
on May 28, 2021.

Amendment No. 2 reflects the responses of the Company
to comments received from the Staff of the Commission (the “Staff”) in a letter dated June 11, 2021 (the “Comment Letter”).
The discussion below is presented in the order of the numbered comments in the Comment Letter. Certain capitalized terms set forth in
this letter are used as defined in Amendment No. 2. For your convenience, references in the responses to page numbers are to the marked
version of Amendment No. 2 and to the prospectus included therein.

Securities and Exchange Commission

June 25, 2021

Page 2

The Company has asked us to convey the following
responses to the Staff:

Amendment No. 1 to S-1, Filed May 28, 2021

Cover Page

 1. We note that you have checked the Rule 415 box on your outside cover page, yet disclosures elsewhere indicate that this is a firm
commitment, underwritten offering. Please advise or revise.

 Response: While the offering covered by the Registration Statement is a firm commitment offering, the Registration Statement and the related
prospectus also cover the shares of the Company’s common stock to be issued from time to time following the closing upon exercise
of the Warrants included in the offering. As the issuance of those shares will be over a period of time following the closing of the offering,
the Company believes it is proper to check the Rule 415 box on the cover page of the Registration Statement.

Summary

Overview, page 1

 2. We note your response to our prior comment number 5. Your response letter indicates that future products to be developed could
reveal previously-unknown molecular structures and perform genome structural analysis, not that any of your products currently have such
ability. However, your disclosure on pages 1 and 5 indicates these are features of your current technology. Please reconcile these statements,
and to the extent your products currently have these features, please revise the disclosure to state how they work.

 Response: As stated on pages 1 and 5 of the Registration Statement, the Company’s platform has the ability with certain samples to reveal
previously-unknown molecular characteristics. This includes the detection of molecules that is not possible on other technologies, but
does not apply to the molecular structure. To make this more clear, we have revised the language to refer to “molecular profile.”
Please be advised that, by way of clarification, the response in our letter dated May 28, 2021 to comment number 5 was referring to “future
products to be developed through [the Company’s] collaborative efforts” with others and the Company’s belief that those
third-party products, when developed with the use of the Company’s platform, could also reveal previously-unknown molecular structures.
As the Company’s platform does not currently perform genome structural analysis and the ability of new third-party products to perform
genome structural analysis is uncertain, the references to genome structural analysis has been removed from the Registration Statement.

The Company believes the disclosure in the
second paragraph on page 1 under the caption “Prospectus Summary – Overview” is a sufficiently detailed description
of how the Company’s platform works by detecting single DNA and RNA molecules with little or no manipulation of an original sample,
that no additional disclosure is required in response to this comment.

Securities and Exchange Commission

June 25, 2021

Page 3

Our Customers and Collaborators, page 7

 3. We note your response to our prior comment number 8 where you state that you have not yet entered into any material agreements
with any of these entities as to how your technology will be used by them in the future. Please clarify whether you have any agreements
with these customers and collaborators that govern your existing relationship with them, not just future use. If so, please describe and
file such agreements or advise.

 Response: The Registration Statement has been revised in response to the Staff’s comment by adding language disclosing that the Company
does not have any agreements with its current partners or collaborators as to how its technology is currently being used by them or will
be used by them in the future. The Company’s relationships with those entities are currently informal working relationships and
neither party is obligated to continue to provide any product or service to the other or to purchase any product or service from the other.
Please see page 7 of Amendment No. 2.

Risk Factors, page 14

 4. We note your response to our prior comment number 9. Please revise page 31 to clarify the percentage that will be held by insiders
if an anchor investor insider purchased additional shares in this offering, as indicated on the cover, and the percentage held by insiders
in the event that the anchor investors do not purchase any shares.

 Response: The Registration Statement has been revised in response to the Staff’s comment by adding language disclosing the ownership percentage
of the Company’s executive officers, directors and principal stockholder and their affiliates assuming the Company’s principal
stockholder, or an affiliate thereof, purchases $1.5 million of Units as such stockholder has expressed an interest in doing, as reflected
on the cover page of the prospectus. Please see page 31 of Amendment No. 2.

Critical Accounting Policies and Estimates, page 51

Revenue Recognition, page 52

 5. We note your response to comment 13, in which you state that the components of the genetic sequencing process, including consumables,
“are not distinct and do not have a stand-alone value to the customer.” However, you disclose on pages 52, F-9 and F-25 that
“[r]evenue from product sales, including customized sequencing instruments and sequencing reagent kits, is recognized generally
upon delivery, which is when control of the product is deemed to be transferred.” Based on this disclosure, it appears that these
“product sales” are recognized at a point in time, are distinct, have a stand-alone value and/or represent a separate performance
obligation, which appears inconsistent with your response. Please explain the circumstances under which revenue from “product sales”
is recorded apart from the generation of specific sample data performance obligations and quantify the materiality thereof or revise your
disclosures accordingly.

 Response: As
                                                                              noted in the Company’s revenue recognitions policy, revenue from product sales includes customized sequencing instruments and
                                                                              sequencing reagent kits.  The customers that purchased the sequencing instruments from the Company will generally also purchase
                                                                              the sequencing reagent kits from the Company in order to run the genetic sequencing analysis on their own, and customers sometimes
                                                                              purchase off-the-shelf consumables from the Company as well. In this case, when the Company’s customized reagent kits are
                                                                              purchased separately to run the genetic sequencing either on the Company’s produced instruments or their own instruments,
                                                                               the reagent kits and off-the-shelf consumables are distinct. While the Company has not sold sequencing instruments since 2018,
                                                                              the customers of those instruments may continue to run genetic sequencing on those instruments and will require the Company’s
                                                                              customized reagent kits.  The revenue from sales of those products is recognized generally upon delivery, which is when control
                                                                              of the product is deemed to be transferred.

Revenue from gene sequencing services offered to customers using the
Company’s proprietary tSMS single molecule sequencing platform is recognized generally as the services are provided to the
customer. While the reagent kits and off-the-shelf consumables are capable of being distinct, as indicated by the purchase of
reagent kits and off-the-shelf consumables by customers that can run their own sequencing analysis using customized instruments
purchased from the Company, the reagent kits and off-the-shelf consumables are not distinct within the context of the genetic
sequencing service contract for the following reasons:

 · In a gene sequencing service contract the reagent kits and other components, such as off-the-shelf consumables,
in the sequencing process, become required inputs to achieve the specified gene sequencing analysis; and

 · The components in the gene sequencing process are sequential in nature and highly interrelated and they
work together to generate sample specific data.

    The Company has revised the disclosure in the Registration Statement regarding its revenue recognition policy to reflect the
                                                                      clarification language noted above. Please see pages 52, F-9 and F-25 of Amendment No. 2.

Securities and Exchange Commission

June 25, 2021

Page 4

Executive Compensation, page 78

 6. We note your response to our prior comment number 17 and the Outstanding Equity Awards at Fiscal Year-End table added to page 82.
The table headings include two footnotes that are not explained in the disclosure. Please revise to explain these footnotes and also add
the footnote required by Instruction 2 to Item 402(p)(2) of Regulation S-K.

 Response: The Registration Statement has been revised in response to this comment by deleting the two footnotes included in the table for Stock
Awards as such footnotes are not applicable and to add a footnote describing the vesting terms of the unexercisable options in the table
as required by Instruction 2 to Item 402(p)(2) of Regulation S-K. Please see page 82 of Amendment No. 2.

Certain Relationships and Related Party Transactions, page 86

 7. We note your response to our prior comment number 20 and the disclosure added to page F-28. Please revise the Certain Relationships
and Related Party Transactions section of the prospectus to describe the arrangements detailed on page F-28 between the Company and each
of these entities associated with William C. St. Laurent.

 Response: The added disclosure on page F-28 of Amendment No. 1 to the Registration Statement related to transactions with entities affiliated
with William C. Laurent that occurred prior to January 1, 2019, and therefore were not required to be disclosed separately in the Registration
Statement pursuant to Regulation S-K. However, the Registration Statement has been revised in response to this comment by adding additional
disclosure under the caption “Certain Relationships and Related Party Transactions – Related Party Transactions” disclosing
the outstanding payables to those entities and directing prospective investors to the disclosure in Note 5 of the interim unaudited financial
statements included in the Registration Statement for additional information. As the Company does not intend to do business with any of
the identified entities related to William C. St. Laurent in the future, the Company believes additional disclosure in the prospectus
regarding those prior transactions would not be material to investors. Please see page 87 of Amendment No. 2.

Securities and Exchange Commission

June 25, 2021

Page 5

Financial Statements for the Period Ended March 31, 2021

Note 1 - Nature of Operations and Basis of Presentation

Risks and Uncertainties, page F-23

 8. You state “[w]hile to date, the Company has not experienced any significant changes in our business as a result of the COVID
-19 pandemic, the extent to which the COVID - 19 pandemic may in the future materially impact the Company’s financial condition,
liquidity or results of operations is uncertain.” We note your statement on page 17 that the pandemic has “adversely affected
our sales and results of operations during 2020 and the first quarter of 2021.” Please revise accordingly to more clearly affirm,
if true, that the pandemic has materially adversely affected your financial statements during 2020 and the first quarter of 2021.

 Response: The Registration Statement has been revised in response to this comment by conforming the language in Note 1 on page F-23 to conform
to the language on page 17 of Amendment No. 2 to the affect that the COVID-19 pandemic has adversely affected the Company’s sales
and results of operations during 2020 and the first quarter of 2021 as requested. Please see page F-23 of Amendment No. 2.

*       *       *

As it is the goal of the Company to commence its offering during the week of July 5, 2021, the Company would greatly appreciate the Staff’s review of Amendment No. 2 as promptly
as practicable. If the Staff has any questions with respect to the foregoing, please contact the undersigned at (212) 326-0846.

    Very truly yours,

    /s/ Eric M. Hellige

    Eric M. Hellige

    cc:
    Daniel Jones

    SeqLL Inc.

United States securities and exchange commission logo
June 11, 2021
Daniel Jones
Chief Executive Officer
SeqLL Inc.
317 New Boston Street, Suite 210
Woburn, Massachusetts 01801
Re:SeqLL Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed May 28, 2021
File No. 333-254886
Dear Mr. Jones:
            We have reviewed your amended registration statement 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 registration 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 registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our April 27, 2021 letter.
Amendment No. 1 to S-1, Filed May 28, 2021
Cover Page
1.We note that you have checked the Rule 415 box on your outside cover page, yet
disclosures elsewhere indicate that this is a firm commitment, underwritten offering.
Please advise or revise.
Summary
Overview, page 1
2.We note your response to our prior comment number 5. Your response letter indicates that
future products to be developed could reveal previously-unknown molecular structures
and perform genome structural analysis, not that any of your products currently have such

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL Inc.
 June 11, 2021 Page 2
 FirstName LastNameDaniel Jones
SeqLL Inc.
June 11, 2021
Page 2
ability. However, your disclosure on pages 1 and 5 indicates these are features of your
current technology. Please reconcile these statements, and to the extent your products
currently have these features, please revise the disclosure to state how they work.
Our Customers and Collaborators, page 7
3.We note your response to our prior comment number 8 where you state that you have not
yet entered into any material agreements with any of these entities as to how your
technology will be used by them in the future. Please clarify whether you have any
agreements with these customers and collaborators that govern your existing relationship
with them, not just future use. If so, please describe and file such agreements or advise.
Risk Factors, page 14
4.We note your response to our prior comment number 9. Please revise page 31 to clarify
the percentage that will be held by insiders if an anchor investor insider purchased
additional shares in this offering, as indicated on the cover, and the percentage held by
insiders in the event that the anchor investors do not purchase any shares.
Critical Accounting Policies and Estimates, page 51
Revenue Recognition, page 52
5.We note your response to comment 13, in which you state that the components of the
genetic sequencing process, including consumables, "are not distinct and do not have a
stand-alone value to the customer."  However, you disclose on pages 52, F-9 and F-25 that
"[r]evenue from product sales, including customized sequencing instruments and
sequencing reagent kits, is recognized generally upon delivery, which is when control of
the product is deemed to be transferred."  Based on this disclosure, it appears that these
"product sales" are recognized at a point in time, are distinct, have a stand-alone value
and/or represent a separate performance obligation, which appears inconsistent with your
response.  Please explain the circumstances under which revenue from "product sales" is
recorded apart from the generation of specific sample data performance obligations and
quantify the materiality thereof or revise your disclosures accordingly.
Executive Compensation, page 78
6.We note your response to our prior comment number 17 and the Outstanding Equity
Awards at Fiscal Year-End table added to page 82. The table headings include two
footnotes that are not explained in the disclosure. Please revise to explain these footnotes
and also add the footnote required by Instruction 2 to Item 402(p)(2) of Regulation S-K.
Certain Relationships and Related Party Transactions, page 86
7.We note your response to our prior comment number 20 and the disclosure added to page
F-28. Please revise the Certain Relationships and Related Party Transactions section of the
prospectus to describe the arrangements detailed on page F-28 between the Company and

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL Inc.
 June 11, 2021 Page 3
 FirstName LastName
Daniel Jones
SeqLL Inc.
June 11, 2021
Page 3
each of these entities associated with William C. St. Laurent.
Financial Statements for the Period Ended March 31, 2021
Note 1 - Nature of Operations and Basis of Presentation
Risks and Uncertainties, page F-23
8.You state "[w]hile to date, the Company has not experienced any significant changes in
our business as a result of the COVID -19 pandemic, the extent to which the COVID -
19 pandemic may in the future materially impact the Company’s financial condition,
liquidity or results of operations is uncertain." We note your statement on page 17 that the
pandemic has "adversely affected our sales and results of operations during 2020 and the
first quarter of 2021."  Please revise accordingly to more clearly affirm, if true, that the
pandemic has materially adversely affected your financial statements during 2020 and the
first quarter of 2021.
            You may contact Jenn Do at 202-551-3743 or Lynn Dicker at 202-551-3616 if you have
questions regarding comments on the financial statements and related matters.  Please contact
Margaret Schwartz at 202-551-7153 or Tim Buchmiller at 202-551-3635 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Eric M. Hellige, Esq.

CORRESP
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ERIC M. HELLIGE

Partner

DIRECT TEL: 212-326-0846

FAX: 212-326-0806

ehellige@pryorcashman.com

May 28, 2021

Via Edgar

Ms. Jen Do

Ms. Lynn Dicker

Ms. Margaret Schwartz

Mr. Tim Buchmiller

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

 Re: SeqLL Inc.

Registration Statement on Form S-1

Filed March 31, 2021

File No. 333-254886

Ladies and Gentlemen:

On behalf of our client, SeqLL Inc., a Delaware
corporation (the “Company”), and pursuant to the applicable provisions of the Securities Act of 1933, as amended (the
“Securities Act”), and the rules promulgated thereunder, we hereby submit in electronic form the accompanying Amendment No.
1 to Registration Statement on Form S-1 of the Company (“Amendment No. 1”), marked to indicate changes from the Registration
Statement on Form S-1 that was initially filed with the Securities and Exchange Commission (the “Commission”) on March 31,
2021.

Amendment No. 1 reflects the responses of the
Company to comments received from the Staff of the Commission (the “Staff”) in a letter dated April 27, 2021 (the “Comment
Letter”). The discussion below is presented in the order of the numbered comments in the Comment Letter. Certain capitalized terms
set forth in this letter are used as defined in Amendment No. 1. For your convenience, references in the responses to page numbers are
to the marked version of Amendment No. 1 and to the prospectus included therein.

Securities and Exchange Commission

May 28, 2021

Page 2

The Company has asked us to convey the following
responses to the Staff:

Registration Statement on Form S-1, Filed March 31, 2021

Summary, page 1

 1. Please revise this section to clarify your current operations, including the products and services
you are selling, years of sales and geographical distribution.

Response: The Registration Statement has been
revised in response to the Staff’s comment by clarifying under the caption “Prospectus Summary - Overview” the
nature of the Company’s current operations and product or services offerings. As disclosed in Amendment No 1, unlike most
companies that are offering or developing NGS products, the Company has not developed, and is not developing, products for, and does
not offer or sell products directly to, healthcare professionals or consumers. Instead, the Company’s target customers are
consumers of NGS products and services engaged in research activities and the development of new or improved products in the field
of life sciences, including customers such as academic and government institutions, hospitals and medical centers, pharmaceutical
and biotechnology companies, and non-profit research organizations. The products and services that the Company offers to those
target customers are described under that caption. See pages 1 and 54 of Amendment No. 1.

 2. Given the extensive disclosure regarding the benefits of your product relative to competing products,
please explain the reasons for your current level of sales and share of the market in which you compete.

Response: The
Registration Statement has been revised in response to the Staff’s comment by added disclosure regarding the Company’s
early stage of development, the Company’s inability to obtain outside funding during the COVID-19 pandemic and the reduction
in research grants and other funding available to the Company and its partners and collaborators during the COVID-19 pandemic for
non-COVID-19 related sequencing research and development projects. Those factors have adversely affected the Company’s sales
and results of operations during 2020 and the first quarter of 2021. See pages 7 and 17 of Amendment No. 1.

 3. On pages 5-6 you state that your technology could be used as a companion diagnostic in clinical trials,
or to diagnose disease. Please clarify the FDA approval status or whether you intend to seek FDA approval in the future for any products.
Clarify which strategies will require regulatory approval.

Response: The
Registration Statement has been revised in response to the Staff’s comment to disclose that the Company has not sought FDA
approval of its sequencers because to-date the Company has marketed its products only for research purposes and not for clinical
diagnostics. In addition, disclosure was added detailing the likely need for the Company to support its partners and collaborators
during the FDA approval process for their future products. In addition, disclosure has been added  that the Company
intends to raise additional funds in the future if it determines to seek FDA approval for any product in the future. See pages 6 and
68 of Amendment No. 1.

 4. Highlight in an appropriate section of your prospectus summary that you intend to raise additional
funds following the completion of this offering and that your ability to continue to operate is dependent upon the success of this offering,
as you disclose on page 45.

Response: The Registration Statement has been revised
in response to the Staff’s comment by incorporating under the caption “Prospectus Summary – Our Strategy” the
Company’s expected use of a portion of the net proceeds of this offering to support its existing partnerships and collaborations
and its expectation that it will raise additional capital to advance its existing partnerships and collaborations and to fund the initial
costs of new relationships into which it may enter. See page 7 of Amendment No. 1.

Securities and Exchange Commission

May 28, 2021

Page 3

 5. We note your disclosure on page 1 that data produced by your tSMS platform generates highly accurate,
reproducible molecular profiles, often providing researchers with new insights into the biology being researched, such as revealing previously
unknown characteristics of molecular structures. We also note your disclosure on page 5 that you provide solutions for a variety of applications,
including genome structural analysis. While it seems to be clear from your disclosure how your sequencing technology works, please clarify
how your platform reveals previously unknown characteristics of molecular structures and provides genome structural analysis, and clarify
whether this feature is available in the platform that you currently offer. For example, we note from your disclosure under “Our
Customers and Collaborations” on page 7 that some of these technologies may be part of new prototype systems that you intend to
make available to some of your collaborators on an early-access basis in the second half of 2021, and it is unclear whether some of this
technology refers to the work being performed by the Broad Institute based on anti-body based detection coupled-with your system, or otherwise.

Response: The
Registration Statement has been revised in response to the Staff’s comments by updating the language in the second paragraph
under the caption “Prospectus Summary – Overview” on page 1. The updated language clarifies the Company’s
belief that its current platform offers advantages by detecting single molecules of DNA/RNA with little to no sample manipulation.
The Company believes future products to be developed through its collaborative efforts will allow genome structural analysis and
could reveal previously-unknown molecular structures. The Company’s collaborators at The
Jackson Laboratory, for example, wrote the following on their website in 2019:

“We have preliminary results that indicate the potential
for smChIA,” says Wei. “Once fully developed, we believe that it (tSMS) may exceed previous methodologies to such an extent
that it will revolutionize the field of 3D genome biology. It will be able to generate genome-wide single molecule chromatin interaction
maps in a variety of biological systems, and it will uncover the structural detail of multiplex chromatin loci that are currently unresolvable.”

https://www.jax.org/news-and-insights/2019/march/3d-genomics-one-nucleus-at-a-time

 6. We note from your disclosure that Figure 1 is intended to show antibody-detection reactions but Figure
1 does not appear to show that part of the workflow. Please revise as appropriate.

Response: The Registration Statement has been revised
in response to the Staff’s comments by updating the language referencing Figure 1. The Company intends for Figure 1 to be illustrative
of its standard sequencing processes. However, the Company’s standard sequencing process does not include antibody detection and
only specific projects will rely on antibody detection as part of the workflow. It is those research and development efforts that will
allow the Company’s platform to provide genome structural analysis and possibly reveal previously-unknown molecular characteristics.
As antibody detection will not be applicable to all projects, the Company believes it would not be proper to revise Figure 1 and, instead,
has updated the language referencing Figure 1 to delete the reference to “antibody detection reactions.” Please see pages
4 and 56 of Amendment No. 1.

Securities and Exchange Commission

May 28, 2021

Page 4

Our Strategy, page 6

 7. We note your disclosure that you "generate revenues through a combination of product sales,
research services and research grants." Please balance this disclosure by indicating that the company recognized $0 and $2,000 in
revenue from product sales for the years ended December 31, 2020 and 2019, respectively, as indicated on page F-9.

Response: The Registration Statement has been revised
in response to the Staff’s comment to disclose that the Company has generated only nominal revenues to date from its current operating
model and does not expect its revenues to scale significantly until one or more of its customers, partners or collaborators develops application-specific
assays or tests founded on the Company’s platform. Please see page 7 of Amendment No. 1.

Our Customers and Collaborators, page 7

 8. Please revise pages 7-8 to clarify whether you are selling products or services to these entities
or collaborating with them pursuant to an agreement. If the former, please ensure the products and/or services are described for each
entity. If the latter, please describe the material terms of the agreements and file the agreements as exhibits pursuant to Item 601(b)(10)
of Regulation S-K.

Response: The Registration Statement has been revised
in response to the Staff’s comment to disclose that the Company has not yet generated significant revenues from its customers or
collaborators from the sale of its products or services, and that it has not yet entered into any material agreements with any of these
entities as to how its technology will be used by them in the future. In addition, additional disclosure has been added to the description
of each of its identified partnerships or collaborations to disclose the specific activities the Company has undertaken to date for each
of such relationships. Please see pages 8-9 and 67-68 of Amendment No. 1. As the Company does not have any material agreements with the
identified customers or collaborators, no additional exhibits are required by Item 601(b)(10) of Regulation S-K.

Risk Factors, page 14

 9. If true, please add a risk factor disclosing that your CEO and William C. St Laurent will beneficially
control a majority of the voting power of your outstanding common stock, and as a result, will be able to determine the outcome of future
corporate actions including the election of directors. Please clarify the percentage that will be held by insiders if an anchor investor
insider purchased additional shares in this offering, as indicated on the cover.

Response: The Registration Statement has
been revised in response to the Staff’s comment by revising the Risk Factor entitled “Our
directors, executive officers and principal stockholders will
continue to have substantial control over our company after this offering, which could limit your ability to influence the outcome of
key transactions, including a change of control.”  Please see page 31 of Amendment No. 1.

 10. Please include risk factor disclosure concerning the bankruptcy of Helicos, who appears to have attempted
to develop and commercialize a version of the technology you are developing today, or advise.

Response: The Registration Statement has been
revised in response to the Staff’s comment by adding an additional Risk Factor disclosing the bankruptcy of Helicos
Biosciences in 2012 and the risk of the Company’s failure to successfully develop and commercialize a version of the tSMS
technology. See page 16 of Amendment No. 1.

Dilution, page 42

 11. In the second paragraph it appears that you have presented your pro forma net tangible book value
(deficit) as your historical net tangible book value (deficit). Please revise to present historical net tangible book value (deficit)
separately from pro forma net tangible book value (deficit) which gives effect to the conversion of all outstanding shares of preferred
stock and the conversion of outstanding indebtedness.

Response: The Registration Statement has been revised
in response to the Staff’s comment by disclosing separately under the heading “Dilution” the Company’s historical
net tangible book value (deficit) at March 31, 2021, both actual and on a per share basis, and the Company’s pro forma net tangible
book value (deficit) at March 31, 2021, both actual and on a per share basis. See page 42 of Amendment No. 1.

Securities and Exchange Commission

May 28, 2021

Page 5

Management's Discussion and Analysis of Financial Condition and
Results of Operations

Comparison of Years Ended December 31, 2020 and 2019, page 46

 12. We note your disclosure that your research and development expenses and general and administrative
expenses decreased in 2020 as compared to 2019 due to the COVID-19 pandemic-related reductions, salary reductions, furloughs and reduced
spending. If these expenses will increase in 2021, please describe any known trends or uncertainties that are reasonably likely to have
a material impact on your income or losses from continuing operations. Refer to Item 303(b)(2)(ii) of Regulation S-K.

Response: The Registration Statement has been revised
in response to the Staff’s comment by updating the disclosure regarding the Company’s research and development expenses and
general and administrative expenses to include disclosure of expected increases in those expenses following the closing of this offering.
The disclosure has also been updated to reflect the first quarter comparisons for 2021 and 2020, consistent with updated financials included
in Amendment No, 1. Please see page 46 of Amendment No, 1.

Critical Accounting Policies and Estimates

Revenue Recognition, page 50

 13. We note the revenue recognition policy on page 50 related to the sale of products and services. Given
the description of the components of your tSMS single molecule sequencing platform on pages 60-61, i.e., consumables, sample loader, tSMS
sequencer and image analysis engine, please clarify herein and in the significant accounting policy on page F-9 whether any of the foregoing
components can be purchased and/or effectively utilized apart from one another. If so, please explain how and/or under what circumstances.
Explain whether service revenue, i.e., genetic sequencing involved with research services and associated bioinformatics specialist support,
can be purchased and/or effectively utilized apart from the foregoing tSMS single molecule sequencing components. Finally, if there is
no binding agreement or requirement to purchase the components and/or services together - and so can be used without each other - clarify
how this impacts your determination of your performance obligations.

Response: The Registration Statement has been revised
in response to the Staff’s comment to clarify that the components of the genetic sequencing process, including consumables, sample
loader and sequencer

United States securities and exchange commission logo
April 27, 2021
Daniel Jones
Chief Executive Officer
SeqLL Inc.
317 New Boston Street, Suite 210
Woburn, Massachusetts 01801
Re:SeqLL Inc.
Registration Statement on Form S-1
Filed March 31, 2021
File No. 333-254886
Dear Mr. Jones:
            We have reviewed your registration statement 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 registration 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 registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form S-1, Filed March 31, 2021
Summary, page 1
1.Please revise this section to clarify your current operations, including the products and
services you are selling, years of sales and geographical distribution.
2.Given the extensive disclosure regarding the benefits of your product relative to
competing products, please explain the reasons for your current level of sales and share of
the market in which you compete.
3.On pages 5-6 you state that your technology could be used as a companion diagnostic in
clinical trials, or to diagnose disease.  Please clarify the FDA approval status or whether
you intend to seek FDA approval in the future for any products.  Clarify which strategies
will require regulatory approval.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL Inc.
 April 27, 2021 Page 2
 FirstName LastNameDaniel Jones
SeqLL Inc.
April 27, 2021
Page 2
4.Highlight in an appropriate section of your prospectus summary that you intend to raise
additional funds following the completion of this offering and that your ability to continue
to operate is dependent upon the success of this offering, as you disclose on page 45.
5.We note your disclosure on page 1 that data produced by your tSMS platform generates
highly accurate, reproducible molecular profiles, often providing researchers with new
insights into the biology being researched, such as revealing previously unknown
characteristics of molecular structures.  We also note your disclosure on page 5 that you
provide solutions for a variety of applications, including genome structural analysis.
 While it seems to be clear from your disclosure how your sequencing technology works,
please clarify how your platform reveals previously unknown characteristics of molecular
structures and provides genome structural analysis, and clarify whether this feature is
available in the platform that you currently offer.  For example, we note from your
disclosure under “Our Customers and Collaborations” on page 7 that some of these
technologies may be part of new prototype systems that you intend to make available to
some of your collaborators on an early-access basis in the second half of 2021, and it is
unclear whether some of this technology refers to the work being performed by the Broad
Institute based on anti-body based detection coupled-with your system, or otherwise.
6.We note from your disclosure that Figure 1 is intended to show antibody-detection
reactions but Figure 1 does not appear to show that part of the workflow.  Please revise as
appropriate.
Our Strategy, page 6
7.We note your disclosure that you "generate revenues through a combination of product
sales, research services and research grants."  Please balance this disclosure by indicating
that the company recognized $0 and $2,000 in revenue from product sales for the years
ended December 31, 2020 and 2019, respectively, as indicated on page F-9.
Our Customers and Collaborators, page 7
8.Please revise pages 7-8 to clarify whether you are selling products or services to these
entities or collaborating with them pursuant to an agreement.  If the former, please ensure
the products and/or services are described for each entity.  If the latter, please describe the
material terms of the agreements and file the agreements as exhibits pursuant to Item
601(b)(10) of Regulation S-K.
Risk Factors, page 14
9.If true, please add a risk factor disclosing that your CEO and William C. St Laurent will
beneficially control a majority of the voting power of your outstanding common stock,
and as a result, will be able to determine the outcome of future corporate actions including
the election of directors.  Please clarify the percentage that will be held by insiders if an
anchor investor insider purchased additional shares in this offering, as indicated on the
cover.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL Inc.
 April 27, 2021 Page 3
 FirstName LastNameDaniel Jones
SeqLL Inc.
April 27, 2021
Page 3
10.Please include risk factor disclosure concerning the bankruptcy of Helicos, who appears to
have attempted to develop and commercialize a version of the technology you are
developing today, or advise.
Dilution, page 42
11.In the second paragraph it appears that you have presented your pro forma net tangible
book value (deficit) as your historical net tangible book value (deficit).  Please revise to
present historical net tangible book value (deficit) separately from pro forma net tangible
book value (deficit) which gives effect to the conversion of all outstanding shares of
preferred stock and the conversion of outstanding indebtedness.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Comparison of Years Ended December 31, 2020 and 2019, page 46
12.We note your disclosure that your research and development expenses and general and
administrative expenses decreased in 2020 as compared to 2019 due to the COVID-
19 pandemic-related reductions, salary reductions, furloughs and reduced spending.  If
these expenses will increase in 2021, please describe any known trends or uncertainties
that are reasonably likely to have a material impact on your income or losses from
continuing operations.  Refer to Item 303(b)(2)(ii) of Regulation S-K.
Critical Accounting Policies and Estimates
Revenue Recognition, page 50
13.We note the revenue recognition policy on page 50 related to the sale of products and
services. Given the description of the components of your tSMS single molecule
sequencing platform on pages 60-61, i.e., consumables, sample loader, tSMS sequencer
and image analysis engine, please clarify herein and in the significant accounting
policy on page F-9 whether any of the foregoing components can be purchased and/or
effectively utilized apart from one another.  If so, please explain how and/or under what
circumstances.  Explain whether service revenue, i.e., genetic sequencing involved with
research services and associated bioinformatics specialist support, can be purchased
and/or effectively utilized apart from the foregoing tSMS single molecule
sequencing components.  Finally, if there is no binding agreement or requirement to
purchase the components and/or services together - and so can be used without each other
- clarify how this impacts your determination of your performance obligations.
Our Technology Solution, page 55
14.We note your disclosure under the heading "Minimal Sample Preparation" appears to be
based on data from 2012 and your disclosure under the heading "Greater Sensitivity"
appears to be based on data from 2011.  Please tell us if this data continues to be reliable
or if more recent data is available.  If this data does not accurately represent the current
state-of-the-art of your competitor's products, please revise or remove these comparisons

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL Inc.
 April 27, 2021 Page 4
 FirstName LastName
Daniel Jones
SeqLL Inc.
April 27, 2021
Page 4
as appropriate.
Intellectual Property, page 68
15.On page 25 you state that you license or sub-license intellectual property that is important
to your business from Fluidigm Corporation and Arizona Science and Technology
Enterprises LLC.  Please revise to provide a description of the agreements and file these
agreements as exhibits.
Management, page 70
16.Please provide the Compensation Committee Interlocks and Insider Participation
information required by Item 407(e)(4).
Executive Compensation, page 76
17.Page F-13 indicates stock options are outstanding as of December 31, 2020. Please revise
this section to provide the information required by Item 402(p) of Regulation S-K to the
extent applicable.
Principal Stockholders, page 81
18.Please revise your disclosure to identify the natural person or persons who have voting
and/or investment control of the shares held by the Georges C. St. Laurent Jr. Trust. Refer
to Item 403 of Regulation S-K.
Certain Relationships and Related Party Transactions, page 83
19.We note your statement on page 84 that the principal on the Georges C. St. Laurent Jr.
Trust promissory note will convert on the closing of this offering and the accrued interest
will be paid out of the cash proceeds. Please state the amount of shares that the Georges C.
St. Laurent Jr. Trust promissory note principal will convert into upon the closing of this
offering. Please also reconcile this disclosure with page 37, where you state you will repay
a to-be-provided amount in principal amount of outstanding promissory notes that bear
interest at the rate of 10% per annum and related accrued interest given these appear to be
the same promissory note, or clarify that they are different notes.
20.We note the related party payables chart on page F-13. Please revise this section to
describe the arrangements between the Company and each of these entities associated
with William C. St. Laurent.
Description of Capital Stock, page 85
21.Please revise to specify the number of shares with registration rights under the amended
and restated investors’ rights agreement and the parties thereto.

 FirstName LastNameDaniel Jones
 Comapany NameSeqLL Inc.
 April 27, 2021 Page 5
 FirstName LastName
Daniel Jones
SeqLL Inc.
April 27, 2021
Page 5
General
22.Please supplementally provide us with copies of all written communications, as defined in
Rule 405 under the Securities Act, that you, or anyone authorized to do so on your behalf,
present to potential investors in reliance on Section 5(d) of the Securities Act, whether or
not they retain copies of the communications.
            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.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            You may contact Jenn Do at 202-551-3743 or Lynn Dicker at 202-551-3616 if you have
questions regarding comments on the financial statements and related matters.  Please contact
Margaret Schwartz at 202-551-7153 or Tim Buchmiller at 202-551-3635 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Eric M. Hellige, Esq.