SecProbe.io

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 AUDDIA INC.

 1680 38 th Street, Suite 130

 BOULDER, CO 80301

 VIA EDGAR

 September 11, 2025

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Re:
 Auddia Inc.

 Registration Statement on Form S-3 (File No. 333-289213)

 Acceleration Request:

 Requested Date: September 16, 2025

 Requested Time: 10:00 A.M. Eastern Time

 Dear Ladies and Gentlemen:

 Pursuant
to Rule 461 under the Securities Act of 1933, as amended, Auddia Inc. (the "Company") hereby requests that the Registration
Statement on Form S-3 (File No. 333-289213) (the "Registration Statement") be declared effective at the "Requested Date"
and "Requested Time" set forth above or as soon thereafter as practicable.

 Sincerely,

 Auddia Inc.

 /s/ John Mahoney

 John Mahoney

 Chief Financial Officer

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 August 11, 2025

Jeffery Thramann
Chief Executive Officer
Auddia Inc.
1680 38th Street, Suite 130
Boulder, Colorado 80301

 Re: Auddia Inc.
 Registration Statement on Form S-3
 Filed August 4, 2025
 File No. 333-289213
Dear Jeffery Thramann:

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

 Please refer to Rule 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 Marion Graham at 202-551-6521 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Technology
</TEXT>
</DOCUMENT>

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 AUDDIA INC.

 1680 38 th Street, Suite 130

 BOULDER, CO 80301

 VIA EDGAR

 June 24, 2025

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Re:
 Auddia Inc.

 Registration Statement on Form S-3 (File No. 333-288185)

 Acceleration Request:

 Requested Date: June 27, 2025

 Requested Time: 4:00 P.M. Eastern Time

 Dear Ladies and Gentlemen:

 Pursuant to Rule 461
under the Securities Act of 1933, as amended, Auddia Inc. (the "Company") hereby requests that the Registration Statement
on Form S-3 (File No. 333-288185) (the "Registration Statement") be declared effective at the "Requested Date"
and "Requested Time" set forth above or as soon thereafter as practicable.

 Sincerely,

 Auddia Inc.

 /s/ John Mahoney

 John Mahoney

 Chief Financial Officer

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 5, 2025

Michael Lawless
Chief Executive Officer
Auddia Inc.
1680 38th Street, Suite 130
Boulder, Colorado 80301

 Re: Auddia Inc.
 Draft Registration Statement on Form S-3
 Submitted May 29, 2025
 CIK No. 0001554818
Dear Michael Lawless :

 This is to advise you that we do not intend to review your registration
statement.

 We request that you publicly file your registration statement at least
two business
days 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 Mariam Mansaray at 202-551-6356 or Matthew Derby at
202-551-
3334 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of
Technology
cc: James Carroll
</TEXT>
</DOCUMENT>

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 23, 2025

John Mahoney
Chief Financial Officer
AUDDIA INC.
1680 38th Street, Suite 130
Boulder, CO 80301

 Re: AUDDIA INC.
 Registration Statement on Form S-1
 Filed May 16, 2025
 File No. 333-287372
Dear John Mahoney:

 This is to advise you that we do not intend to review your registration
statement.

 We request that you publicly file your registration statement at least
two business
days 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 Lauren Pierce at 202-551-3887 or Matthew Derby at
202-551-3334
with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of
Technology
</TEXT>
</DOCUMENT>

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 VIA EDGAR

 May 23, 2025

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Judiciary Plaza

 Washington, D.C. 20549

 Attn: Lauren Pierce

 Re:
 Auddia Inc.

 Registration Statement on Form S-1 File No. 333-287372

 Acceleration Request:

 · Requested Date: May 28, 2025

 · Requested Time: 4 P.M. Eastern Time

 Dear Ladies and Gentlemen:

 Pursuant to Rule 461 under the Securities Act of 1933, as amended,
Auddia Inc. (the "Company") hereby requests that the above-referenced Registration Statement on Form S-1 (File No. 333-287372)
(the "Registration Statement") be declared effective at the "Requested Date" and "Requested Time"
set forth above or as soon thereafter as practicable.

 In connection with this acceleration request, the Company hereby acknowledges
that:

 (a) should the United States Securities and Exchange Commission
(the "Commission") or its staff, acting pursuant to delegated authority, declare the Registration Statement effective, it
does not foreclose the Commission from taking any action with respect to the Registration Statement;

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

 (c) it may not assert staff comments and 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.

 The Company understands that the staff will consider this request as
confirmation by the Company of its awareness of its responsibilities under the Securities Act of 1933 and the Securities Exchange Act
of 1934 as they relate to the proposed public offering of the securities specified in the Registration Statement.

 Sincerely,

 AUDDIA INC.

 /s/ John Mahoney

 John Mahoney

 Chief Financial Officer

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VIA EDGAR

December 26, 2024

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

  Re:
  Auddia Inc.

  Registration Statement on Form S-1 File No. 333-283939

  Acceleration Request:

 · Requested Date: December 27, 2024

 · Requested Time: 4 P.M. Eastern Time

Dear Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended,
Auddia Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-l (File No. 333-283939)
(the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time”
set forth above or as soon thereafter as practicable.

In connection with this acceleration request, the Company hereby acknowledges
that:

(a) should the United States Securities and Exchange Commission
(the “Commission”) or its staff, acting pursuant to delegated authority, declare the Registration Statement effective, it
does not foreclose the Commission from taking any action with respect to the Registration Statement;

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

(c) it may not assert staff comments and 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.

The Company understands that the staff will consider this request as
confirmation by the Company of its awareness of its responsibilities under the Securities Act of 1933 and the Securities Exchange Act
of 1934 as they relate to the proposed public offering of the securities specified in the Registration Statement.

Sincerely,

AUDDIA INC.

/s/ John Mahoney

John Mahoney

Chief Financial Officer

December 20, 2024
Michael Lawless
Chief Executive Officer
Auddia Inc.
1680 38th Street, Suite 130
Boulder, Colorado 80301
Re:Auddia Inc.
Registration Statement on Form S-1
Filed December 19, 2024
File No. 333-283939
Dear Michael Lawless:
            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 Mitchell Austin at 202-551-3574 or Jan Woo at 202-551-3453 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:James Carroll

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VIA EDGAR

November 7, 2024

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Marian Graham

  Re:
  Auddia Inc.

  Registration Statement on Form S-1 File No. 333-279683

  Acceleration Request:

 · Requested Date: November 8, 2024

 · Requested Time: 10 A.M. Eastern Time

Dear Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended,
Auddia Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-l (File No. 333-279683)
(the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time”
set forth above or as soon thereafter as practicable.

In connection with this acceleration request, the Company hereby acknowledges
that:

(a) should the United States Securities and Exchange Commission
(the “Commission”) or its staff, acting pursuant to delegated authority, declare the Registration Statement effective, it
does not foreclose the Commission from taking any action with respect to the Registration Statement;

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

(c) it may not assert staff comments and 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.

The Company understands that the staff will consider this request as
confirmation by the Company of its awareness of its responsibilities under the Securities Act of 1933 and the Securities Exchange Act
of 1934 as they relate to the proposed public offering of the securities specified in the Registration Statement.

Sincerely,

AUDDIA INC.

/s/ John Mahoney

John Mahoney

Chief Financial Officer

United States securities and exchange commission logo
May 30, 2024
Michael Lawless
Chief Executive Officer
Auddia Inc.
1680 38th Street, Suite 130
Boulder, Colorado 80301
Re:Auddia Inc.
Registration Statement on Form S-1
Filed May 23, 2024
File No. 333-279683
Dear Michael Lawless:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rule 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 Marion Graham at 202-551-6521 or Matthew Derby at 202-551-3334 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Technology

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Auddia Inc.

2100 Central Ave., Suite 200

Boulder, Colorado
80301

April 22, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attn: Uwem Bassey

 Re: Auddia Inc.

    Registration Statement on Form S-1
(File No. 333-278616)

Ladies and Gentlemen:

Pursuant to Rule 461
under the Securities Act of 1933, as amended, Auddia Inc. (the “Company”) hereby requests that the effective
date of the Company’s Registration Statement on Form S-1 (File No. 333-278616) (the “Registration Statement”)
be accelerated so that the Company’s Registration Statement will become effective at 4:00 P.M., eastern time, on April 23, 2024,
or as soon as thereafter as is practicable.

Please contact Justin Platt, Esq.
of Goodwin Procter LLP at (212) 459-7340 to provide notice of effectiveness, or if you have any questions or comments concerning this
request.

[Remainder of the page intentionally left blank]

      1

    Very truly yours,

    AUDDIA INC.

    By:
     /s/ Michael Lawless

    Name:
    Michael Lawless

    Title:
    Chief Executive Officer

      2

United States securities and exchange commission logo
April 22, 2024
John Mahoney
Chief Financial Officer
Auddia Inc.
1680 38th Street, Suite 130
Boulder, CO 80301
Re:Auddia Inc.
Registration Statement on Form S-1
Filed April 11, 2024
File No. 333-278616
Dear John Mahoney:
            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 Uwem Bassey at 202-551-3433 or Matthew Crispino at 202-551-3456
with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       James H. Carroll

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Auddia Inc.

2100 Central Ave., Suite 200

Boulder, Colorado
80301

November 17, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attn: Austin Pattan

 Re: Auddia Inc.

    Registration Statement on Form S-1
(File No. 333-275441)

Ladies and Gentlemen:

Pursuant to Rule 461
under the Securities Act of 1933, as amended, Auddia Inc. (the “Company”) hereby requests that the effective
date of the Company’s Registration Statement on Form S-1 (File No. 333-275441) (the “Registration Statement”)
be accelerated so that the Company’s Registration Statement will become effective at 10:00 AM, eastern time, on November 21, 2023,
or as soon as thereafter as is practicable.

Please contact Jennifer Porter, Esq.
of Goodwin Procter LLP at (445) 207-7806 to provide notice of effectiveness, or if you have any questions or comments concerning this
request.

[Remainder of the page intentionally left blank]

      1

    Very truly yours,

    AUDDIA INC.

    By:
     /s/ Michael Lawless

    Name:
    Michael Lawless

    Title:
    Chief Executive Officer

United States securities and exchange commission logo
April 15, 2022
Michael Lawless
Chief Executive Officer
Auddia Inc.
2100 Central Ave., Suite 200
Boulder, Colorado 80301
Re:Auddia Inc.
Registration Statement on Form S-3
Filed April 11, 2022
File No. 333-264227
Dear Mr. Lawless:
            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 Austin Pattan, Staff Attorney, at (202) 551-6756 or Jan Woo, Legal
Branch Chief, at (202) 551-3453 with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       James H. Carrol

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AUDDIA INC.

2100 CENTRAL AVENUE, SUITE 200

BOULDER, CO 80301

VIA EDGAR

April 15, 2022

Securities and Exchange Commission

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Austin Pattan, Division of Corporation Finance

    Re:
    Auddia Inc.

    Registration Statement on Form S-3 (File No. 333-264227)

    Acceleration Request:

    Requested Date: April 18, 2022

    Requested Time: 4:00 P.M. Eastern Time

Dear Ladies and Gentlemen:

Pursuant to Rule 461
under the Securities Act of 1933, as amended, Auddia Inc. (the “Company”) hereby requests that the Registration Statement
on Form S-3 (File No. 333-264227) (the “Registration Statement”) be declared effective at the “Requested Date”
and “Requested Time” set forth above or as soon thereafter as practicable.

    Sincerely,

    Auddia Inc.

    /s/ Brian Hoff

    Brian Hoff

    Chief Financial Officer

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VIA EDGAR

February 12, 2021

Securities and Exchange Commission

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Division of Corporation Finance,

    Re:
    Clip Interactive, LLC d/b/a Auddia

    Registration Statement on Form S-1 File
No. 333-235891

    Acceleration Request:

    Requested Date: February 16, 2021

    Requested Time: 5  P.M.

Dear Ladies and Gentlemen:

Pursuant to Rule
461 under the Securities Act of 1933, as amended, Clip Interactive, LLC. (the “Company”) hereby requests
that the above-referenced Registration Statement on Form S-l (File No. 333-235891) (the “Registration Statement”)
be declared effective at the “Requested Date” and “Requested Time” set forth above or as soon thereafter
as practicable.

In connection
with this acceleration request, the Company hereby acknowledges that:

(a) should the
United States Securities and Exchange Commission (the “Commission”) or its staff, acting pursuant to delegated
authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect
to the Registration Statement;

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

(c) it may not
assert staff comments and 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.

The Company understands
that the staff will consider this request as confirmation by the Company of its awareness of its responsibilities under the Securities
Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified
in the Registration Statement.

[Signature page follows]

      1

Securities and Exchange Commission

February 12, 2021

Page 2

    Sincerely,

    Clip Interactive, LLC

    /s/ Michael Lawless

    Michael Lawless

    Chief Executive Officer

      2

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February 12, 2021

VIA EDGAR

Division of Corporation Finance

Office of Life Sciences

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attn: [          ]

    Re:
    Clip Interactive, LLC

    Registration Statement on Form S-1, as amended

    Filed January 10, 2020

    File No. 333-235891

Ladies and Gentlemen:

As the underwriter
of the proposed offering of Clip Interactive, LLC (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 Tuesday, February 16, 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, we, acting on behalf
of the several underwriters, wish to advise you that, through February 12, 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 February 11, 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

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October 26, 2020

Securities and Exchange Commission

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Division of Corporation Finance,

 Re: Clip Interactive, LLC d/b/a Auddia

    Registration Statement on Form S-1 Submitted
                                         October 26, 2020

    File No. 333-235891

    CIK No. 0001554818

Dear Ladies and Gentlemen:

At the request of Clip Interactive,
LLC.d/b/a Auddia (the “Company”), we are responding to the comments raised by the Staff of the Securities and Exchange
Commission (the “Commission”) in the comment letter dated October 23 2020 from Kathleen Krebs, Special Counsel, to
Michael Lawless, Chief Executive Officer of the Company, relating to Amendment No, 5 to the draft registration statement on Form
S-1 of the Company filed with the Commission on October 22, 2020 (the “Registration Statement”). We have filed simultaneously
Amendment No. 6 to the draft Registration Statement and have attached a marked copy of such Amendment No. 6 indicating the changes
that the Company has made to the draft Registration Statement.

The numbered paragraph below corresponds to the paragraph in
which the comment was made. In addition, we have responded to the oral comments given to Stanley Moskowitz Esq. by the Staff. For
your convenience, we have included above our response a copy of the comment to which we are responding.

Amendment No. 5 to Registration Statement on Form S-1 Dilution,
page 27 1.

Your disclosure states that there is an immediate and substantial
dilution of $.82 per share to new investors purchasing shares of common stock in this IPO. However, the table indicates that dilution
per share to new investors in this IPO is $3.50. Please revise your disclosure to be consistent with the table.

Response

The disclosure has been amended in accordance with the Staff’s
comments

Resale Prospectus Cover Page, page Resale-i 2.

You state that in your response to prior comment 3 that the
Resale Prospectus has been amended; however, no changes have been made to the disclosure in the Plan of Distribution that “[t]he
selling shareholders may sell some or all of their shares at a price of $5.00 per share, and thereafter at prevailing market prices
or privately negotiated prices.” Please revise your disclosure in the Plan of Distribution so that it is consistent with
your disclosure on the Resale Prospectus cover page about when the selling shareholders may sell their shares and at what price.

Response

The disclosure has been amended in accordance with the Staff’s
comments

      1

Exhibits 3.

It does not appear that counsel's legality opinion filed as
Exhibit 5.1 covers all of the securities being offered. For example, it does not appear that counsel's opinion covers the common
shares being offered upon exercise of the warrants included as part of the units or the securities being offered in connection
with the Representative's Units. In addition, counsel should opine on legality of the units being offered. Refer to Section II.B.1.h
of CF Staff Legal Bulletin No. 19. Please have counsel revise its opinion to clearly address the legality of all the securities
being offered.

Response

A new Exhibit 5.1 has been submitted.

Responses to Oral Comments:

1. The Form 8-A will be filed prior to the Effective Date of
the Registration Statement.

2. Submitted herewith is a copy of a letter from Nasdaq indicating
that the common shares and Series A Warrants have been approved for listing on Nasdaq.

3. The logo of the Representative has been removed from the
cover page of the Resale Prospectus.

4. The disclosure on page 65 of the IPO Prospectus has been
amended in accordance with the Staff’s comment.

In addition, the Selling Shareholders Table has been amended
because of a reallocation of shares to be registered. However, this does not change the total amount of shares being registered
on behalf of selling shareholders.

Also Attached as supplemental
information is a copy of a Letter from Nasdaq approving the listing of our common stock and warrants on the Nasdaq.

We hope that the Staff will be able to accommodate the Company
by responding to this response letter as soon as practicable. In the meantime, should members of the Commission Staff have any
questions or comments, or require any additional information regarding any of the responses or the attached filing, please contact
the undersigned at 760-692-1162 or Stanley M. Moskowitz, who is Of Counsel to this firm at 858 523-0100.

Very truly yours,

Bingham & Associates Law Group, APC

By:s/ Brad Bingham

      2

By Electronic Mail Only

Stanley Moskowitz

Bingham & Associates Law Group APC

1106 Second Street, Suite 195

Encinitas, CA 92024

Re: Approval
letter for Auddia Inc. (the “Company”) to list on The Nasdaq Capital Market

Dear Mr. Moskowitz:

We are pleased to
inform you that Staff has approved the Company’s application to list its Common Stock and Warrants on Nasdaq. Since our
approval is based upon information provided to us by the Company or filed by the Company with the SEC, you should notify us promptly
of any material change to such information. We have reserved AUUD and AUUDW as the trading symbols for the Company’s Common
Stock and Warrants respectively.

The balance of the entry fee for the Company’s initial inclusion in Nasdaq is estimated
to be $45,000. Please pay this amount to The NASDAQ Stock Market LLC and forward it before the listing date per the instructions
on the attached Entry Fee Payment Form. Shortly after trading commences, the Company will be billed the applicable annual fee,
on a pro-rated basis.

For your information, the Nasdaq Marketplace Rules detail the continued listing requirements and applicable
fees for Nasdaq issuers. The Nasdaq Continued Listing Guide provides important information on your filing obligations and other
regulatory responsibilities of a public company. Both can be found at https://listingcenter.nasdaq.com.

If you have any further
questions regarding your application or Nasdaq’s initial listing requirements, please call me at +1 301 978 8068.

Sincerely,

/s/ Michael J. Wolf

Michael J. Wolf

Associate Director

Nasdaq Listing Qualifications

United States securities and exchange commission logo
October 23, 2020
Michael Lawless
Chief Executive Officer
Clip Interactive, LLC
5755 Central Ave, Suite C
Boulder, CO 80301
Re:Clip Interactive, LLC
Amendment No. 5 to Registration Statement on Form S-1
Filed October 22, 2020
File No. 333-235891
Dear Mr. Lawless:
            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 October 19, 2020 letter.
Amendment No. 5 to Registration Statement on Form S-1
Dilution, page 27
1.Your disclosure states that there is an immediate and substantial dilution of $.82 per share
to new investors purchasing shares of common stock in this IPO. However, the table
indicates that dilution per share to new investors in this IPO is $3.50. Please revise your
disclosure to be consistent with the table.

Resale Prospectus Cover Page, page Resale-i
2.You state that in your response to prior comment 3 that the Resale Prospectus has been
amended; however, no changes have been made to the disclosure in the Plan of

 FirstName LastNameMichael Lawless
 Comapany NameClip Interactive, LLC
 October 23, 2020 Page 2
 FirstName LastName
Michael Lawless
Clip Interactive, LLC
October 23, 2020
Page 2
Distribution that “[t]he selling shareholders may sell some or all of their shares at a price
of $5.00 per share, and thereafter at prevailing market prices or privately negotiated
prices.”  Please revise your disclosure in the Plan of Distribution so that it is consistent
with your disclosure on the Resale Prospectus cover page about when the selling
shareholders may sell their shares and at what price.
Exhibits
3.It does not appear that counsel's legality opinion filed as Exhibit 5.1 covers all of the
securities being offered.  For example, it does not appear that counsel's opinion covers the
common shares being offered upon exercise of the warrants included as part of the units or
the securities being offered in connection with the Representative's Units.  In addition,
counsel should opine on legality of the units being offered.  Refer to Section II.B.1.h of
CF Staff Legal Bulletin No. 19.  Please have counsel revise its opinion to clearly address
the legality of all the securities being offered.
            You may contact Laura Veator, Staff Accountant, at 202-551-3716 or Stephen Krikorian,
Accounting Branch Chief, at 202-551-3488 if you have questions regarding comments on the
financial statements and related matters.  Please contact Kathleen Krebs, Special Counsel, at
202- 551-3350 or Jan Woo, Legal Branch Chief, at 202-551-3453 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Stanley Moskowitz

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October 21, 2020

Securities and Exchange Commission

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Division of Corporation Finance,

 Re: Clip Interactive, LLC d/b/a Auddia

    Registration Statement on Form S-1 Submitted
October 8, 2020

    File No. 333-235891

    CIK No. 0001554818

Dear Ladies and Gentlemen:

At the request of Clip Interactive,
LLC.d/b/a Auddia (the “Company”), we are responding to the comments raised by the Staff of the Securities and Exchange
Commission (the “Commission”) in the comment letter dated October 19 2020 from Kathleen Krebs, Special Counsel, to
Michael Lawless, Chief Executive Officer of the Company, relating to Amendment No, 4 to the draft registration statement on Form
S-1 of the Company filed with the Commission on October 8, 2020 (the “Registration Statement”). We have filed simultaneously
Amendment No. 5 to the draft Registration Statement and have attached a marked copy of such Amendment No. 5 indicating the changes
that the Company has made to the draft Registration Statement.

The numbered paragraph below corresponds to the paragraph in
which the comment was made. In addition, we have responded to the oral comments given to Stanley Moskowitz Esq. by the Staff. For
your convenience, we have included above our response a copy of the comment to which we are responding.

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

Cover Page

1. Disclose whether you have received
approval for listing of the company’s common shares on The Nasdaq Capital Market. Also disclose whether the company has
applied for and been approved for listing of the warrants on Nasdaq. If you will not receive approval for listing of the company’s
securities being offered prior to effectiveness, please prominently disclose this fact and disclose where you expect the securities
to trade. Provide risk factor disclosure about the impact on the trading market for your securities, including whether the securities
would be considered penny stocks.

Response

The company has received approval to list its common shares
and warrants on the Nasdaq Exchange.

The IPO, page 4

2. Please disclose that the Series A Warrants are redeemable
by the company, briefly disclosing the redemption terms. Provide risk factor disclosure that the company may redeem the Series
A Warrants at a time that is disadvantageous to investors who hold the warrants.

Response

The disclosure has been included in accordance with the Staff’s
comments

      1

Resale Prospectus Cover Page, page Resale-i

3. You disclose the following
on the resale prospectus cover page: “No sales of the shares covered by this prospectus shall occur until the shares of common
stock sold in our initial public offering begin trading on The Nasdaq Capital Market. The distribution of securities offered hereby
may be effected in one or more transactions that may take place on The Nasdaq Capital Market, including ordinary brokers’
transactions, privately negotiated transactions or through sales to one or more dealers for resale of such securities as principals,
at market prices prevailing at the time of sale, at prices related to such prevailing market prices or at negotiated prices.”
This appears inconsistent with your disclosure in the Plan of Distribution that “[t]he selling shareholders may sell some
or all of their shares at a price of $5.00 per share, and thereafter at prevailing market prices or privately negotiated prices.”
Please clarify when the selling shareholders may sell their shares and at what price.

Response

The Resale Prospectus has been amended in accordance with the
Staff’s comments

Exhibits

 1. Please file your remaining exhibits, including the following:

 • Exhibit 1.1 - Underwriting agreement for the revised offering

 • Exhibit 5.1 - Legality opinion on the securities being offered in the company’s offering and the resale offering

 • Exhibit 10.9 - Form of Bridge Note

 • Exhibit 10.11 - Agreement of Debt Conversion with Jeffrey Thramann

 Response

The Exhibits listed in the
Staff’s comments have been filed with this Amendment #5.

Responses to Oral Comments:

1. The typo contained in the Explanatory Note Section of the
S-1 has been corrected

2. The Dilution Section of the IPO prospectus has been completed

3. The redundancy in the Underwriting Section has been corrected
in that the “Representatives Unit Warrant” and the “Underwriters Warrants” paragraphs, describe the same
security. Accordingly, the Paragraph entitled “Underwriter’s Warrants” has been deleted.

4. The logo of the underwriter has been deleted from the Resale
Propsectus.

5. Note 4 on the Table of Selling Shareholders in the Resale
Prospectus has been completed.

      2

Please be further advised that James Booth, who was listed as
a director to be appointed upon the conversion of Clip Interactive, LLC into Auddia Inc. (the “Conversion”), has withdrawn
his Consent to become a director. His withdrawal was not as a result of any disagreements with the Company or any differences in
policy, practices or general direction of the Company.

The Company has filed with this Amendment #5, the Consent of
Timothy J.Hanlon to become a director of the Company upon the Conversion. Mr Hanlon’s business biography has been disclosed
under “Management” in both prospectuses.

We hope that the Staff will be able to accommodate the Company
by responding to this response letter as soon as practicable. In the meantime, should members of the Commission Staff have any
questions or comments, or require any additional information regarding any of the responses or the attached filing, please contact
the undersigned at 760-692-1162 or Stanley M. Moskowitz, who is Of Counsel to this firm at 858 523-0100.

Very truly yours,

Bingham & Associates Law Group, APC

By:s/ Brad Bingham

      3

United States securities and exchange commission logo
October 19, 2020
Michael Lawless
Chief Executive Officer
Clip Interactive, LLC
5755 Central Ave, Suite C
Boulder, CO 80301
Re:Clip Interactive, LLC
Amendment No. 4 to Registration Statement on Form S-1
Filed October 8, 2020
File No. 333-235891
Dear Mr. Lawless:
            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.
Amendment No. 4 to Registration Statement on Form S-1
Cover Page
1.Disclose whether you have received approval for listing of the company’s common shares
on The Nasdaq Capital Market.  Also disclose whether the company has applied for and
been approved for listing of the warrants on Nasdaq.  If you will not receive approval for
listing of the company’s securities being offered prior to effectiveness, please prominently
disclose this fact and disclose where you expect the securities to trade.  Provide risk factor
disclosure about the impact on the trading market for your securities, including whether
the securities would be considered penny stocks.

 FirstName LastNameMichael Lawless
 Comapany NameClip Interactive, LLC
 October 19, 2020 Page 2
 FirstName LastName
Michael Lawless
Clip Interactive, LLC
October 19, 2020
Page 2
The IPO, page 4
2.Please disclose that the Series A Warrants are redeemable by the company, briefly
disclosing the redemption terms.  Provide risk factor disclosure that the company may
redeem the Series A Warrants at a time that is disadvantageous to investors who hold the
warrants.
Resale Prospectus Cover Page, page Resale-i
3.You disclose the following on the resale prospectus cover page: “No sales of the shares
covered by this prospectus shall occur until the shares of common stock sold in our initial
public offering begin trading on The Nasdaq Capital Market.  The distribution of
securities offered hereby may be effected in one or more transactions that may take place
on The Nasdaq Capital Market, including ordinary brokers’ transactions, privately
negotiated transactions or through sales to one or more dealers for resale of such securities
as principals, at market prices prevailing at the time of sale, at prices related to such
prevailing market prices or at negotiated prices.”  This appears inconsistent with your
disclosure in the Plan of Distribution that “[t]he selling shareholders may sell some or all
of their shares at a price of $5.00 per share, and thereafter at prevailing market prices or
privately negotiated prices.”  Please clarify when the selling shareholders may sell their
shares and at what price.
Exhibits
4.Please file your remaining exhibits, including the following:
•Exhibit 1.1 - Underwriting agreement for the revised offering
•Exhibit 5.1 - Legality opinion on the securities being offered in the company’s
offering and the resale offering
•Exhibit 10.9 - Form of Bridge Note
•Exhibit 10.11 - Agreement of Debt Conversion with Jeffrey Thramann
            You may contact Laura Veator, Staff Accountant, at 202-551-3716 or Stephen Krikorian,
Accounting Branch Chief, at 202-551-3488 if you have questions regarding comments on the
financial statements and related matters.  Please contact Kathleen Krebs, Special Counsel, at202-
551-3350 or Jan Woo, Legal Branch Chief, at 202-551-3453 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Stanley Moskowitz

CORRESP
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August 14, 2020

Securities and Exchange Commission

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Division of Corporation Finance,

    Re:
    Clip Interactive, LLC d/b/a Auddia

    Registration Statement on Form S-1 Submitted

    July 17, 2020

    File No. 333-235891

CIK No. 0001554818

Dear Ladies and Gentlemen:

At the request of Clip Interactive,
LLC.d/b/a Auddia (the “Company”), we are responding to the comments raised by the Staff of the Securities and Exchange
Commission (the “Commission”) in the comment letter dated August 5, 2020 from Kathleen Krebs, Special Counsel, to Michael
Lawless, Chief Executive Officer of the Company, relating to Amendment No, 2 to the draft registration statement on Form S-1 of
the Company filed with the Commission on July 17, 2020 (the “Registration Statement”). We have filed simultaneously
Amendment No. 3 to the draft Registration Statement and have attached a marked copy of such Amendment No. 3 indicating the changes
that the Company has made to the draft Registration Statement.

The numbered paragraph below corresponds to the paragraph in
which the comment was made. For your convenience, we have included above our response a copy of the comment to which we are responding.

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

Management's Discussion and Analysis of Financial Condition...,
page 28

1. Please clarify how the COVID-19 pandemic has impacted,
or is reasonably likely to impact, your plans to develop and deploy the new products that you discuss in the Business Section on
page 36, including the impact on your ability to obtain additional financing to complete these plans.

Response

The disclosure has been amended in response to the Staff’s
comment.

Contractual obligations and commitments, page 34

2. Your disclosure indicates that the outstanding
principal amount under your line of credit is due July 10, 2020 and that you are currently in discussions with the bank to extend
the maturity date. Please update your disclosure to clarify the status of these discussions, including whether you are in default
on the debt and any actions taken by the lender.

Response

The disclosure has been amended to reflect
that the loan maturity date has been extended to July 10, 2021.

Page 2

3. Clarify that the company pays fees to the shareholder,
and not the bank, pursuant to the collateral arrangement between the company and the shareholder. Disclose the current amount the
company owes the shareholder under the collateral arrangement and how the company intends to pay these fees.

Response

The disclosure has been clarified that the shareholder, not
the bank, receives fees. We believe that the disclosure in Note 6 to the Financial Statements provide the details on how the Company
intends to pay these fees.

Financial Statements for the three months ended March 31,
2020 (unaudited) Notes to condensed financial statements (unaudited) Note 10 - Subsequent Events, page F-17

4. Please disclose the date through which your subsequent
events were evaluated for your March 31, 2020 financial statements. This comment also applies to any other interim financial statements
you subsequently include in your filings.

Response

The disclosure has been amended in response to the Staff’s
comment.

We hope that the Staff will be able to accommodate the Company
by responding to this response letter as soon as practicable. In the meantime, should members of the Commission Staff have any
questions or comments, or require any additional information regarding any of the responses or the attached filing, please contact
the undersigned at 760-692-1162 or Stanley M. Moskowitz, who is Of Counsel to this firm at 858 523-0100.

Very truly yours,

Bingham & Associates Law Group, APC

By:s/ Brad Bingham

United States securities and exchange commission logo
August 5, 2020
Michael Lawless
Chief Executive Officer
Clip Interactive, LLC
5755 Central Ave, Suite C
Boulder, CO 80301
Re:Clip Interactive, LLC
Amendment No. 2 to Registration Statement on Form S-1
Filed July 17, 2020
File No. 333-235891
Dear Mr. Lawless:
            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.
Amendment No.2 to Registration Statement on Form S-1
Management's Discussion and Analysis of Financial Condition..., page 28
1.Please clarify how the COVID-19 pandemic has impacted, or is reasonably likely to
impact, your plans to develop and deploy the new products that you discuss in the
Business Section on page 36, including the impact on your ability to obtain additional
financing to complete these plans.
Contractual obligations and commitments, page 34
2.Your disclosure indicates that the outstanding principal amount under your line of credit is
due July 10, 2020 and that you are currently in discussions with the bank to extend the
maturity date. Please update your disclosure to clarify the status of these discussions,
including whether you are in default on the debt and any actions taken by the lender.

 FirstName LastNameMichael Lawless
 Comapany NameClip Interactive, LLC
 August 5, 2020 Page 2
 FirstName LastName
Michael Lawless
Clip Interactive, LLC
August 5, 2020
Page 2
3.Clarify that the company pays fees to the shareholder, and not the bank, pursuant to the
collateral arrangement between the company and the shareholder.  Disclose the current
amount the company owes the shareholder under the collateral arrangement and how the
company intends to pay these fees.
Financial Statements for the three months ended March 31, 2020 (unaudited)
Notes to condensed financial statements (unaudited)
Note 10 - Subsequent Events, page F-17
4.Please disclose the date through which your subsequent events were evaluated for your
March 31, 2020 financial statements.  This comment also applies to any other interim
financial statements you subsequently include in your filings.
            You may contact Laura Veator, Staff Accountant, at 202-551-3716 or Stephen Krikorian,
Accounting Branch Chief, at 202-551-3488 if you have questions regarding comments on the
financial statements and related matters.  Please contact Kathleen Krebs, Special Counsel, at202-
551-3350 or Jan Woo, Legal Branch Chief, at 202-551-3453 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Stanley Moskowitz

CORRESP
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July 17, 2020

Securities and Exchange Commission

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn:   Division of Corporation Finance,

    Re:
    Clip Interactive, LLC

    Draft Registration Statement on Form S-1
Submitted November 1, 2019

    CIK No. 0001554818

Dear Ladies and Gentlemen:

At the request of Clip Interactive.,
(the “Company”), we are responding to the comments raised by the Staff of the Securities and Exchange Commission (the
“Commission”) in the comment letter dated February 5, 2020 from Kathrine Krebs, Special Advisor, to Michael Lawless,
Chief Executive Officer of the Company, relating to the draft registration statement on Form S-1 of the Company filed with the
Commission on January 28, 2020 (the “Registration Statement”). We have filed simultaneously Amendment No. 2 to the
draft Registration Statement and have attached a marked copy of such Amendment No. 1 indicating the changes that the Company has
made to the draft Registration Statement.

Note: Please be advised that
the Company has determined that the Company’s name, upon conversion to a Delaware corporation, will be “Auddia Inc.”
and not “Clip Interactive, Inc.” as previously disclosed in the draft Registration Statement. Accordingly, the appropriate
edits have been made to indicate the change.

The numbered paragraph below corresponds to the paragraph in
which the comment was made. For your convenience, we have included above our response a copy of the comment to which we are responding.

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

Management's Discussion and Analysis of Financial
Condition and Results of Operations Liquidity and Going Concern, page 33

1. We have considered your revised disclosure in response to prior comment 1. Please enhance your
disclosure to specifically address how you intend to repay the remaining $2.0 million bank loan due on July 10, 2020, and your
obligations under the arrangement with the shareholder who provides the collateral for this loan.

      1

Response

The disclosure has been amended in response to the
Staff’s comment.

Business

Overview of Auddia, page 36

2. You discuss on pages 2 and 36 the results of the research you commissioned and present it as support
for the commercial viability of your Auddia App product. Please disclose the date of the research and report. Identify the entity
that conducted the research and file a consent from that entity to the reference to its research and report in the registration
statement.

3. You disclose that the results of the research suggested $12 per month as the optimal price to
maximize revenue and indicated that 29% of respondents were at least likely to subscribe to the product. Please clarify whether
the results indicated that 29% of the respondents were likely to subscribe for $12 per month.

Response

In accordance with the previous
correspondence between the Staff and the Company, the Company has amended the disclosure in the prospectus.

Our Existing Interactive Radio Platform, page 40

4. You disclose that one customer generates approximately 70% of your ongoing revenue. Please identify
this material customer.

Response

Since the previous filing, the Company has determined
to change its business model so that the one customer reference is no longer relevant to the disclosure.

Financial Statements for the nine months ended September
30, 2019 (Unaudited), page F-1

    5.
    Please include an “unaudited” caption in the heading of each of your financial statements and notes to financial
statements. This comment also applies to your financial statements for the nine months ended September 30, 2019 included in your
Selling Stockholder Resale Prospectus.

Response

Amendment No. 2, filed herewith has included the audit for 2019
and the Quarter ended March 31, 2020.

      2

Management's Discussion and Analysis of Financial
Condition and Results of Operations Emerging Growth Status, page Resale-35

6. Your disclosure states that you will adopt new or revised accounting standards on the relevant
dates on which adoption of such standards is required for public entities. This is inconsistent with your disclosure on page 35
of your Public Offering Prospectus. Please revise or advise.

Response

The disclosure in the prospectus has been amended
in accordance with the Staff’s comments.

We hope that the Staff will be able to accommodate the Company
by responding to this response letter as soon as practicable. In the meantime, should members of the Commission Staff have any
questions or comments, or require any additional information regarding any of the responses or the attached filing, please contact
the undersigned at 760-692-1162 or Stanley M. Moskowitz, who is Of Counsel to this firm at 858 523-0100.

Very truly yours,

Bingham & Associates Law Group, APC

By: s/ Brad Bingham

      3

CORRESP
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February 24, 2020

Securities and Exchange Commission

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Division of Corporation Finance,

    Re:
    Clip Interactive, LLC d/b/a Auddia

    Registration Statement on Form S-1

    Submitted January 10, 2020

    CIK No. 0001554818

Dear Ladies and Gentlemen:

At the request of Clip
Interactive, LLC. d/b/a Auddia (the “Company”), we are responding to comments numbered 2 and 3 raised by the
Staff of the Securities and Exchange Commission (the “Commission”) in the comment letter dated February 5, 2020
from Kathleen Krebs, Special Counsel, to Michael Lawless, Chief Executive Officer of the Company, relating to the draft
registration statement on Form S-1 of the Company filed with the Commission on January 28, 2020 (the “Registration
Statement”). In this regard, we have attached the proposed amended disclosure (“Proposed Disclosure”) to be
inserted in the Registration Statement on Page 36, in the IPO prospectus as well as in the Selling Shareholder Prospectus,
which the Company believes appropriately responds to Comment 2. The disclosure requested in Comment 3 has been removed from
the Registration Statement.

The Company respectfully
submits that Harris Insights and Analytics, LLC (“Harris”) is not an “expert” under Rule 436. Rule 436
requires that a consent be filed if any portion of a report or opinion of an expert is quoted or summarized as such in a registration
statement. Section 7 of the Securities Act of 1933, as amended, provides that an expert is “any accountant, engineer,
or appraiser, or any person whose profession gives authority to a statement made by him.” The Company respectfully submits
that Harris, the third party provider of this survey, is not among the class of persons subject to Section 7 and Rule 436
as “experts” unless the Company expressly identifies such provider as an expert or the statements are purported to
be made on the authority of such provider as an “expert.” As stated in the Proposed disclosure “The results of
that survey, when integrated with our internally developed analysis, supported our conclusion of consumer interest and viability
of the product.”

Further, the Answer
provided to Question 233.02 in the Securities & Exchange Commission Questions and Answers of General Applicability published
on November 6, 2017,  provides “If the registrant determines to make reference to a third party expert, the disclosure
should make clear whether any related statement included or incorporated in a registration statement is a statement of the third
party expert or a statement of the registrant.” The Proposed Disclosure makes it clear that it is the Company, not Harris,
that has made the conclusions disclosed.

Also, the Company
did not commission the Harris survey in connection with the filing of the above referenced Registration Statement. The Survey was
commissioned in advance of the Company attending the National Association of Broadcasters trade show in April of 2019, to provide
the Company with additional information to draw its own conclusions concerning its Auddia product.

Accordingly, the Company believes that
Harris should not be considered an “expert” within the meaning of Rule 436 of the federal securities laws, and the
Company respectfully submits that no consent is required to be filed as an exhibit to the Registration Statement with respect to
the third party survey.

We hope that the Staff will be able to
accommodate the Company by responding to this response letter as soon as practicable. In the meantime, should members of the Commission
Staff have any questions or comments, or require any additional information regarding any of the responses or the attached filing,
please contact the undersigned at 760-692-1162 or Stanley M. Moskowitz, who is Of Counsel to this firm at 858 523-0100.

Very truly yours,

Bingham & Associates Law Group, APC

By: s/ Brad Bingham

BUSINESS

Overview

The Company is
a technology company headquartered in Boulder, CO that was founded in 2012. We were originally formed to provide the broadcast
radio industry with digital consumer products (mobile apps and web applications) that increased radio listener engagement and generated
new revenue for radio stations from synchronized audio-digital advertisements. The company is now developing new software technologies
for audio media companies and consumers of audio media, more generally.

The Company has
developed an artificial intelligence (“AI”) platform on top of Google’s TensorFlow open source library that is
being “taught” to know the difference between all types of audio content on the radio. For instance, the platform recognizes
the difference between a commercial and a song and is learning the differences between all other content to include weather reports,
traffic, news, sports, DJ conversation, etc. Not only does the technology learn the differences between the various types of audio
segments, it also identifies the beginning and end of each piece of content.

The Company is
leveraging this technology platform to bring to market a premium AM/FM radio listening experience through a product called the
“Auddia App”. The Auddia App is intended to be downloaded by consumers who will pay a subscription fee and in order
to listen to any streaming AM/FM radio station without commercials. Advanced features will allow consumers to skip any content
heard on the station as well as use voice interface technologies to request audio content on-demand. We believe the Auddia App
represents a significant differentiated audio streaming product that will be the first to come to market since the emergence of
popular streaming music apps such as Pandora, Spotify, Apple Music, Amazon Music, etc. We believe that the most significant point
of differentiation is that in addition to music, the Auddia App is intended to deliver non-music content that includes local sports,
news, weather, traffic and the discovery of new music. Radio is the dominant audio platform for local content.

The Company is
currently building the minimally viable product (“MVP”) version of the Auddia App and expects to initiate the first
consumer pilots with the software platform service in early 2020 with a full commercial launch to follow in the second quarter
of 2020. A portion of the proceeds raised in this offering will be used to finalize the Auddia App’s readiness for national-scale
deployment and for marketing related expenses for full commercial launch.

History of
Auddia

After running a mobile and web application
technology platform for the radio industry and their listeners for the previous five years, in late 2017 the company developed
the belief that new opportunities were available in the audio content space.  In this regard, the Company recognized a need
to provide the radio industry with a new capability that would allow for a more efficient business model, similar to the subscription
models that had emerged in the audio content space with companies like Apple, Spotify and SiriusXM. The Company’s strategy
leaders began to conceptualize what would become Auddia, a commercial-free subscription platform for broadcasters and radio listeners.

Management of the Company commenced evaluating
essential aspects of the opportunity such as technical feasibility; consumer viability; basic economics; intellectual property
matters and basic legality. The Company’s Executive Chairman of the Board of Directors (“Chairman”), Chief
Executive Officer and Chief Technology Officer, all have experience in performing similar assessments for consumer facing products
in various industries, including elections, gaming, secure document processing, and digital advertising. Further, the Chairman,
has extensive experience developing strategy and determining business viability of products in the four previous companies that
he started.

Management’s assessment also included
metrics from subscription platforms for broadcast audio content, which show that consumers are willing to pay a subscription fee
for commercial-free audio content. For example, SiriusXM, Inc. offers a service that demonstrates the viability of a commercial-free
broadcast audio product that is purchased by consumers, in their case, for an average $13 per month. SiriusXM has 34.9 million
subscribers (end of 2019) at this average price point. SeriusXM does not offer the local content and personalities that local
broadcast radio exclusively delivers.

      1

In early 2018 and over the period of next
year, management analyzed and assessed the commercial viability of the proposed Auddia platform to determine whether a subscription-based
commercial free radio service would generate consumer interest.  This assessment was based upon: (a) the Company’ experience
in having developed, deployed and operated over 580 mobile apps for broadcast radio companies over the last seven years; (b)
discussions of the Auddia concept with radio industry leaders, most of whom were our current or previous customers; (c) discussions
with radio industry analysts; and (d) research into the state of broadcast and subscription radio industries. As part of the management
assessment, in January of 2019, we commenced discussions with a Harris Insights and Analytics, LLC (“Harris”), to assist
management in gauging consumer response to our planned service, and in March of 2019 we commissioned Harris to conduct a survey.
The results of that survey, when integrated with our internally developed analysis, supported our conclusion of consumer interest
and viability of the product.  Harris asked consumers to answer a variety of questions exploring their interest in such a
service; how much they would be willing to pay; and several other related topics.  Our interpretation of the results of the
survey, also supported our assessment that consumers will continue to listen to local radio channels, and they are willing to pay
a monthly subscription fee to avoid commercials.

Based upon management’s analysis,
the above discussions, and industry research, the Company concluded that a subscription product for local radio’s audio content,
where commercials are removed, was of great interest to the radio broadcast industry. Further, the Company also concluded
that consumers would be interested in subscribing to commercial free local audio content that only local radio produces and broadcasts,
and that Auddia would have commercial viability.

      2

CORRESP
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January 27, 2020

Securities and Exchange Commission

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Division of Corporation Finance,

Re:

    Clip Interactive, LLC d/b/a Auddia

    Registration Statement on Form S-1

    Submitted January 10, 2020

    CIK No. 0001554818

Dear Ladies and Gentlemen:

At the request of Clip Interactive,
LLC.d/b/a Auddia (the “Company”), we are responding to the comments raised by the Staff of the Securities and Exchange
Commission (the “Commission”) in the comment letter dated January 24, 2020 from Kathleen Krebs, Special Counsel, to
Michael Lawless, Chief Executive Officer of the Company, relating to the draft registration statement on Form S-1 of the Company
filed with the Commission on January 10, 2020 (the “Registration Statement”). We have filed simultaneously Amendment
No. 2 to the draft Registration Statement and have attached a marked copy of such Amendment No. 2 indicating the changes that the
Company has made to the draft Registration Statement.

Note: Please be advised that
the Company has determined that the Company’s name, upon conversion to a Delaware corporation, will be “Auddia Inc.”
and not “Clip Interactive, Inc.” as previously disclosed in the draft Registration Statement. Accordingly, the appropriate
edits have been made to indicate the change.

The numbered paragraph below corresponds to the paragraph in
which the comment was made. For your convenience, we have included above our response a copy of the comment to which we are responding.

Use of Proceeds, page 21

 1. Please disclose the amount of any debt you intend to repay with proceeds from the offering. If you do not intend to repay any
debt, please revise the disclosure in your Liquidity and Going Concern section on page 32 to address how you intend to meet your
cash needs, including debt obligations, over the next 12 months when you do not plan to use any proceeds from the offering to meet
these obligations.

Response

The Registration Statement has been amended in accordance with
the Staff's comment.

Page 2

Results of operations, page 27

 2. You attribute the decrease in revenues from 2017 to 2018 to the loss of two major customers and a corresponding decrease in
advertising earned from those customers. You attribute the even larger decrease in revenues for the nine months ended September
30, 2019 compared to September 30, 2018 to the same reasons. Please clarify why revenues further decreased in the nine months ended
September 30, 2019 due to the loss of these customers in 2018. Discuss whether you expect this trend to continue, including the
extent to which you plan to continue to pursue your legacy business.

Response

The Registration Statement has been amended
in accordance with the Staff's comment.

Liquidity and capital resources, page 32

 3. Please file your material debt agreements and equity financing agreements as exhibits.

Response

We have filed all of Registrants material debt agreements as
Exhibits to the Registration Statement:

Management's Discussion and Analysis of Financial Condition
and Results of Operations Emerging Growth Status, page 34

 4. Your disclosure indicates that you have irrevocably elected not to avail yourself of the extended transition period. However
your disclosure on page F-11 indicates that you have elected to use the extended transition period for complying with certain new
or revised accounting standards that have different effective dates for public and private companies. Please revise or advise.

Response

The Registration Statement has been amended to be consistent
with the disclosure on page F-11.

Business, page 35

 5. Please disclose the material terms of your agreements with your significant customers, including but not limited to, the term
and termination provisions. We note that you had two major customers who accounted for 83.2% of your revenues for the period ended
September 30, 2019 and three customers who accounted for 74% of revenues for the fiscal year ended December 31, 2018.

Response

The Registration Statement has been amended in accordance with
the Staff's comment.

Page 3

Compensation of Our Executive Officers and Directors, page
47

 6. In response to prior comment 6, you removed the disclosure that you do not have any non- employee directors. As requested,
also clarify Mr. Mr. Thramann's position with the company. For example, disclose why you consider him to be a named executive officer
under Regulation S-K Item 402(m). Also revise your disclosure under "Non-employee director compensation" on page 52 to
disclose where you have provided director compensation disclosure for Mr. Thramann, who appears to be a non-employee director,
and discuss how you plan to compensate him following the consummation of the offering.

Response

Mr. Thramann will be appointed by the board of directors as
an executive officer of the Company with the title of “Executive Chairman” in accordance with Section __ of the Bylaws.
Accordingly, he is an “employee director”, who will receive compensation for his services as Executive Chairman and
not as a director. Additional disclosure to Mr. Thramann’s biography, indicating his duties as Executive Chairman, has been
inserted.

Certain Relationships and Related-Person Transactions, page
53

 7. Please identify the three related parties to whom you issued notes in 2019. File your material related party agreements, including
the financing agreement, as exhibits. Refer to Item 601(b)(10)(ii)(A) of Regulation S-K.

Response

Only the $80,000 Loaned to the Company by Mr. Thramann was with
a “Related Party”. The other two loans were with unrelated parties. The Registration Statement has been amended to
correct the previous incorrect disclosure.

Principal Stockholders, page 55

 8. You disclose that "[e]ach holder’s percentage ownership after this IPO is based on 10,000,000 shares of fully diluted
common stock to be outstanding immediately after the consummation of this IPO, which includes outstanding warrants of 1,384,533
and 602,633 shares reserved for issuance upon the exercise of stock options." Please clarify whether there will be 10 million
common shares outstanding after the offering without regard to outstanding warrants and options. Also confirm that you have calculated
each person's beneficial ownership in accordance with Rule 13d-3(d)(1)(i), which states that "[a]ny securities not outstanding
which are subject to such options, warrants, rights or conversion privileges shall be deemed to be outstanding for the purpose
of computing the percentage of outstanding securities of the class owned by such person but shall not be deemed to be outstanding
for the purpose of computing the percentage of the class by any other person."

Response

The Registration Statement has been amended in accordance with
the Staff's comment.

Page 4

Description of Capital Stock, page 56

 9. Please disclose the material terms of warrants that will be outstanding following the offering.

Response

The Registration Statement has been amended in accordance with
the Staff's comment.

Charter and bylaws provisions, page 58

 10. Please revise the disclosure about your exclusive forum provision on pages 20 and 58 so it is consistent with your certificate
of incorporation. In this regard, disclose that the exclusive state forum provision does not apply to Exchange Act claims, but
that your certificate of incorporation contains an exclusive federal forum provision for Securities Act claims. Disclose that there
is uncertainty as to whether a court would enforce this provision and that investors cannot waive compliance with the federal securities
laws and the rules and regulations thereunder.

Response

The Registration Statement has been amended in accordance with
the Staff's comment.

Financial Statements for the nine months ended September
30, 2019 Note 10 - Subsequent Events, page F-20

 11. Please disclose the date through which your subsequent events were evaluated for your September 30, 2019 financial statements.

Response

The Registration Statement has been amended in accordance with
the Staff's comment.

Selling Stockholders, page R-65

 12. Identify the selling stockholders and provide the information required by Regulation S-K Item 507.

Response

The Registration Statement has been amended in accordance with
the Staff's comment.

Page 5

General

 13. It does not appear that you revised and updated the prospectus for the resale offering other than changing the company's name.
Please revise the disclosure to be consistent with the prospectus for the company's offering.

Response

The Resale Prospectus has been reconciled with the IPO prospectus
and the Registration Statement has been amended in accordance with the Staff's comment

We hope that the Staff will be able to accommodate the Company
by responding to this response letter as soon as practicable. In the meantime, should members of the Commission Staff have any
questions or comments, or require any additional information regarding any of the responses or the attached filing, please contact
the undersigned at 760-692-1162 or Stanley M. Moskowitz, who is Of Counsel to this firm at 858 523-0100.

Very truly yours,

Bingham & Associates Law Group, APC

By:  s/ Brad Bingham

February 5, 2020
Michael Lawless
Chief Executive Officer
Clip Interactive, LLC
5755 Central Ave, Suite C
Boulder, CO 80301
Re:Clip Interactive, LLC
Amendment No. 1 to Registration Statement on Form S-1
Filed January 28, 2020
File No. 333-235891
Dear Mr. Lawless:
            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 January 24, 2020 letter.
Amendment No. 1 to Registration Statement on Form S-1
Management's Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Going Concern, page 33
1.We have considered your revised disclosure in response to prior comment 1.  Please
enhance your disclosure to specifically address how you intend to repay the remaining
$2.0 million bank loan due on July 10, 2020, and your obligations under the arrangement
with the shareholder who provides the collateral for this loan.

 FirstName LastNameMichael Lawless
 Comapany NameClip Interactive, LLC
 February 5, 2020 Page 2
 FirstName LastName
Michael Lawless
Clip Interactive, LLC
February 5, 2020
Page 2
Business
Overview of Auddia, page 36
2.You discuss on pages 2 and 36 the results of the research you commissioned and present it
as support for the commercial viability of your Auddia App product.  Please disclose the
date of the research and report.  Identify the entity that conducted the research and file a
consent from that entity to the reference to its research and report in the registration
statement.
3.You disclose that the results of the research suggested $12 per month as the optimal price
to maximize revenue and indicated that 29% of respondents were at least likely to
subscribe to the product.  Please clarify whether the results indicated that 29% of the
respondents were likely to subscribe for $12 per month.
Our Existing Interactive Radio Platform, page 40
4.You disclose that one customer generates approximately 70% of your ongoing revenue.
Please identify this material customer.
Financial Statements for the nine months ended September 30, 2019 (Unaudited), page F-1
5.Please include an “unaudited” caption in the heading of each of your financial statements
and notes to financial statements.  This comment also applies to your financial statements
for the nine months ended September 30, 2019 included in your Selling Stockholder
Resale Prospectus.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Emerging Growth Status, page Resale-35
6.Your disclosure states that you will adopt new or revised accounting standards on the
relevant dates on which adoption of such standards is required for public entities. This is
inconsistent with your disclosure on page 35 of your Public Offering Prospectus.  Please
revise or advise.
            You may contact Laura Veator, Staff Accountant, at 202-551-3716 or Stephen Krikorian,
Accounting Branch Chief, at 202-551-3488 if you have questions regarding comments on the
financial statements and related matters.  Please contact Kathleen Krebs, Special Counsel, at
202-551-3350 or Jan Woo, Legal Branch Chief, at 202-551-3453 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Stanley Moskowitz

January 24, 2020
Michael Lawless
Chief Executive Officer
Clip Interactive, LLC
5755 Central Ave, Suite C
Boulder, CO 80301
Re:Clip Interactive, LLC
Registration Statement on Form S-1
Filed January 10, 2020
File No. 333-235891
Dear Mr. Lawless:
            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.  Unless we note
otherwise, our references to prior comments are to comments in our November 27, 2019 letter on
your draft registration statement.
Form S-1
Use of Proceeds, page 21
1.Please disclose the amount of any debt you intend to repay with proceeds from the
offering.  If you do not intend to repay any debt, please revise the disclosure in your
Liquidity and Going Concern section on page 32 to address how you intend to meet your
cash needs, including debt obligations, over the next 12 months when you do not plan to
use any proceeds from the offering to meet these obligations.

 FirstName LastNameMichael Lawless
 Comapany NameClip Interactive, LLC
 January 24, 2020 Page 2
 FirstName LastName
Michael Lawless
Clip Interactive, LLC
January 24, 2020
Page 2
Results of operations, page 27
2.You attribute the decrease in revenues from 2017 to 2018 to the loss of two major
customers and a corresponding decrease in advertising earned from those customers.  You
attribute the even larger decrease in revenues for the nine months ended September 30,
2019 compared to September 30, 2018 to the same reasons.  Please clarify why revenues
further decreased in the nine months ended September 30, 2019 due to the loss of these
customers in 2018.  Discuss whether you expect this trend to continue, including the
extent to which you plan to continue to pursue your legacy business.
Liquidity and capital resources, page 32
3.Please file your material debt agreements and equity financing agreements as exhibits.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Emerging Growth Status, page 34
4.Your disclosure indicates that you have irrevocably elected not to avail yourself of the
extended transition period.  However your disclosure on page F-11 indicates that you
have elected to use the extended transition period for complying with certain new or
revised accounting standards that have different effective dates for public and private
companies.  Please revise or advise.
Business, page 35
5.Please disclose the material terms of your agreements with your significant customers,
including but not limited to, the term and termination provisions.  We note that you had
two major customers who accounted for 83.2% of your revenues for the period ended
September 30, 2019 and three customers who accounted for 74% of revenues for the fiscal
year ended December 31, 2018.
Compensation of Our Executive Officers and Directors, page 47
6.In response to prior comment 6, you removed the disclosure that you do not have any non-
employee directors.  As requested, also clarify Mr. Mr. Thramann's position with the
company.  For example, disclose why you consider him to be a named executive officer
under Regulation S-K Item 402(m).  Also revise your disclosure under "Non-employee
director compensation" on page 52 to disclose where you have provided director
compensation disclosure for Mr. Thramann, who appears to be a non-employee director,
and discuss how you plan to compensate him following the consummation of the offering.
Certain Relationships and Related-Person Transactions, page 53
7.Please identify the three related parties to whom you issued notes in 2019. File your
material related party agreements, including the financing agreement, as exhibits.  Refer to
Item 601(b)(10)(ii)(A) of Regulation S-K.

 FirstName LastNameMichael Lawless
 Comapany NameClip Interactive, LLC
 January 24, 2020 Page 3
 FirstName LastName
Michael Lawless
Clip Interactive, LLC
January 24, 2020
Page 3
Principal Stockholders, page 55
8.You disclose that "[e]ach holder’s percentage ownership after this IPO is based on
10,000,000 shares of fully diluted common stock to be outstanding immediately after the
consummation of this IPO, which includes outstanding warrants of 1,384,533 and 602,633
shares reserved for issuance upon the exercise of stock options."  Please clarify whether
there will be 10 million common shares outstanding after the offering without regard to
outstanding warrants and options.  Also confirm that you have calculated each person's
beneficial ownership in accordance with Rule 13d-3(d)(1)(i), which states that "[a]ny
securities not outstanding which are subject to such options, warrants, rights or conversion
privileges shall be deemed to be outstanding for the purpose of computing the percentage
of outstanding securities of the class owned by such person but shall not be deemed to be
outstanding for the purpose of computing the percentage of the class by any other person."
Description of Capital Stock, page 56
9.Please disclose the material terms of warrants that will be outstanding following the
offering.
Charter and bylaws provisions, page 58
10.Please revise the disclosure about your exclusive forum provision on pages 20 and 58 so it
is consistent with your certificate of incorporation.  In this regard, disclose that the
exclusive state forum provision does not apply to Exchange Act claims, but that your
certificate of incorporation contains an exclusive federal forum provision for Securities
Act claims.  Disclose that there is uncertainty as to whether a court would enforce this
provision and that investors cannot waive compliance with the federal securities laws and
the rules and regulations thereunder.
Financial Statements for the nine months ended September 30, 2019
Note 10 - Subsequent Events, page F-20
11.Please disclose the date through which your subsequent events were evaluated for
your September 30, 2019 financial statements.
Selling Stockholders, page R-65
12.Identify the selling stockholders and provide the information required by Regulation S-K
Item 507.
General
13.It does not appear that you revised and updated the prospectus for the resale offering other
than changing the company's name.  Please revise the disclosure to be consistent with the
prospectus for the company's offering.

 FirstName LastNameMichael Lawless
 Comapany NameClip Interactive, LLC
 January 24, 2020 Page 4
 FirstName LastName
Michael Lawless
Clip Interactive, LLC
January 24, 2020
Page 4
            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 Laura Veator, Staff Accountant, at 202-551-3716 or Stephen Krikorian,
Accounting Branch Chief, at 202-551-3488 if you have questions regarding comments on the
financial statements and related matters.  Please contact Kathleen Krebs, Special Counsel, at
202-551-3350 or Jan Woo, Legal Branch Chief, at 202-551-3453 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Stanley Moskowitz

CORRESP
1
filename1.htm

January 10, 2020

Securities and Exchange Commission

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attn: Division of Corporation Finance,

 Re: Clip Interactive, LLC

   Draft
Registration Statement on Form S-1 Submitted November 1, 2019

   CIK No. 0001554818

Dear Ladies and Gentlemen:

At the request of Clip Interactive.,
(the “Company”), we are responding to the comments raised by the Staff of the Securities and Exchange Commission (the
“Commission”) in the comment letter dated November 27, 2019 from Michael C. Foland, Attorney-Advisor to Michael Lawless,
Chief Executive Officer of the Company, relating to the draft registration statement on Form S-1 of the Company filed with the
Commission on November 1, 2019 (the “Registration Statement”). We have filed simultaneously Amendment No. 1 to the
draft Registration Statement and have attached a marked copy of such Amendment No. 1 indicating the changes that the Company has
made to the draft Registration Statement.

Note: Please be advised that
the Company has determined that the Company’s name, upon conversion to a Delaware corporation, will be “Auddia Inc.”
and not “Clip Interactive, Inc.” as previously disclosed in the draft Registration Statement. Accordingly, the appropriate
edits have been made to indicate the change.

The numbered paragraph below corresponds
to the paragraph in which the comment was made. For your convenience, we have included above our response a copy of the comment
to which we are responding.

Draft Registration Statement on Form S-1 Prospectus Summary,
page 1

 1. We note following the sale of your common stock, your executive officers, directors and stockholders who own more than 5% of
your outstanding common stock will beneficially own 32.3% of your capital stock. Please disclose here that these insiders will
maintain effective control following the sale of the shares of common stock being registered.

Response

The Registration Statement has been amended
in accordance with the Staff's comment.

Products and Technology, page 2

 2. Please clarify the difference between the Annual Promotion priced at $9.99 versus the Annual Promotion priced at $19.99 on
the PLAZE app.

Response

The “Products and Technology Section has been rewritten
so that there is no reference to the pricing information. As noted, the Company will not be offering the PLAZE technology commercially

 3. We note images of recording artists and independent podcasts such as Camilla Cabello,

R.E.M. and Goop, among others.
Please clarify whether you have any agreements with these artists or companies and whether you have received permission to reproduce
their logos in the registration statement. To the extent you have no agreements with the companies, please revise to remove the
image, including names and logos.

Response

The Company has altered the example images by removing the
references to named artists and companies and podcasters and inserted fictitious names.

Management's Discussion and Analysis of Financial Condition
and Results of Operations Emerging Growth Status, page 36.

 4. Please clearly disclose whether you have elected to use the extended transition period for complying with new or revised accounting
standards. If so, also disclose that as a result of this election, your financial statements may not be comparable to companies
that comply with public company effective dates.

Response

The Registration Statement has been amended
in accordance with the Staff's comment.

  2

Business, page 37

 5. You disclose that your strategic plans for your Auddia product depend upon the method in which it accesses music content to
cover commercials and respond to skips fitting within the statutory rates set by the Copyright Review Board such that direct licensing
with the music groups is not required. You also disclose that Auddia’s architecture presents a built-in digital audio recorder
to take advantage of the personal use exemption to the copyright laws and that the personal use exemption has been consistently
upheld by the Supreme Court. Please provide a section that discusses in more detail these government regulations and case law and
how they apply to your planned products.

Response

The Registration Statement has been amended
in accordance with the Staff's comment.

Management, page 43

 6. Please clarify the nature of Dr. Thramann's position with the company. You disclose on page 43
that he is a director and Chairman of the Board; however, you identify him as a named executive officer in your executive compensation
disclosure and state on page 55 that you currently do not have any non-employee directors.

Response

We have removed the sentence “We currently
do not have any non-employee directors”.

Description of Capital Stock

Charter and bylaws provisions, page 61

 7. We note that your forum selection provision identifies the Court of Chancery of the State of Delaware as the exclusive forum
for certain litigation, including any derivative action. Please disclose whether this provision applies to actions arising under
the Securities Act or Exchange Act. In that regard, we note that Section 27 of the Exchange Act creates exclusive federal jurisdiction
over all suits brought to enforce any duty or liability created by the Exchange Act or the rules and regulations thereunder, and
Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought to enforce
any duty or liability created by the Securities Act or the rules and regulations thereunder. If the provision applies to Securities
Act claims, please also revise your prospectus to state that there is uncertainty as to whether a court would enforce such provision
and that investors cannot waive compliance with the federal securities laws and the rules and regulations thereunder. If this provision
does not apply to actions arising under the Securities Act or Exchange Act, please also ensure that the exclusive forum provision
in the governing documents states this clearly, or tell us how you will inform investors in future filings that the provision does
not apply to any actions arising under the Securities Act or Exchange Act.

Response

In response to the Staff’s comment,
the disclosure in the Registration Statement has been revised to confirm that the forum selection provisions in the Company’s
amended and restated certificate of incorporation will not apply to actions arising under the Exchange Act, Securities Act,
or for any other claim for which the federal courts have exclusive jurisdiction. The Company will add similar disclosure
to its next Annual Report on Form 10-K.

  3

Exhibits

 8. Please file the employment agreements of your named executive officers as exhibits to the registration statement. See Item
601(b)(10) of Regulation S-K.

Response

The employment agreements of the named executive officers
have been included as exhibits to the Registration Statement.

General

 9. Please provide us with copies of the report you commissioned from Harris Poll. File a consent from Harris Poll to the reference
to its report in the registration statement.

Response

We have amended the language to remove a
reference to the name “Harris” with reference to the research that was done by Harris. As supplemental information
only, we are submitting a copy of the research.

We hope that the Staff will be able to accommodate the Company
by responding to this response letter as soon as practicable. In the meantime, should members of the Commission Staff have any
questions or comments, or require any additional information regarding any of the responses or the attached filing, please contact
the undersigned at 760-692-1162 or Stanley M. Moskowitz, who is Of Counsel to this firm at 858 523-0100.

Very truly yours,

Bingham & Associates Law Group, APC

By:s/ Brad Bingham

      4

November 27, 2019
Michael Lawless
Chief Executive Officer
Clip Interactive, LLC
5755 Central Ave, Suite C
Boulder, CO 80301
Re:Clip Interactive, LLC
Draft Registration Statement on Form S-1
Submitted November 1, 2019
CIK No. 0001554818
Dear Mr. Lawless:
            We have reviewed your draft 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 providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  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 the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form S-1
Prospectus Summary, page 1
1.We note following the sale of your common stock, your executive officers, directors and
stockholders who own more than 5% of your outstanding common stock will beneficially
own 32.3% of your capital stock.  Please disclose here that these insiders will maintain
effective control following the sale of the shares of common stock being registered.
Products and Technology, page 2
2.Please clarify the difference between the Annual Promotion priced at $9.99 versus the
Annual Promotion priced at $19.99 on the PLAZE app.

 FirstName LastNameMichael Lawless
 Comapany NameClip Interactive, LLC
 November 27, 2019 Page 2
 FirstName LastName
Michael Lawless
Clip Interactive, LLC
November 27, 2019
Page 2
3.We note images of recording artists and independent podcasts such as Camilla Cabello,
R.E.M. and Goop, among others.  Please clarify whether you have any agreements with
these artists or companies and whether you have received permission to reproduce their
logos in the registration statement.  To the extent you have no agreements with the
companies, please revise to remove the image, including names and logos.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Emerging Growth Status, page 36
4.Please clearly disclose whether you have elected to use the extended transition period for
complying with new or revised accounting standards.  If so, also disclose that as a result
of this election, your financial statements may not be comparable to companies that
comply with public company effective dates.
Business, page 37
5.You disclose that your strategic plans for your Auddia product depend upon the method in
which it accesses music content to cover commercials and respond to skips fitting within
the statutory rates set by the Copyright Review Board such that direct licensing with the
music groups is not required.  You also disclose that Auddia’s architecture presents a
built-in digital audio recorder to take advantage of the personal use exemption to the
copyright laws and that the personal use exemption has been consistently upheld by the
Supreme Court.  Please provide a section that discusses in more detail these government
regulations and case law and how they apply to your planned products.
Management, page 43
6.Please clarify the nature of Dr. Thramann's position with the company.  You disclose on
page 43 that he is a director and Chairman of the Board; however, you identify him as a
named executive officer in your executive compensation disclosure and state on page 55
that you currently do not have any non-employee directors.
Description of Capital Stock
Charter and bylaws provisions, page 61
7.We note that your forum selection provision identifies the Court of Chancery of the State
of Delaware as the exclusive forum for certain litigation, including any derivative action.
Please disclose whether this provision applies to actions arising under the Securities Act
or Exchange Act. In that regard, we note that Section 27 of the Exchange Act creates
exclusive federal jurisdiction over all suits brought to enforce any duty or liability created
by the Exchange Act or the rules and regulations thereunder, and Section 22 of the
Securities Act creates concurrent jurisdiction for federal and state courts over all suits
brought to enforce any duty or liability created by the Securities Act or the rules and
regulations thereunder.  If the provision applies to Securities Act claims, please also revise
your prospectus to state that there is uncertainty as to whether a court would enforce such

 FirstName LastNameMichael Lawless
 Comapany NameClip Interactive, LLC
 November 27, 2019 Page 3
 FirstName LastName
Michael Lawless
Clip Interactive, LLC
November 27, 2019
Page 3
provision and that investors cannot waive compliance with the federal securities laws and
the rules and regulations thereunder.  If this provision does not apply to actions arising
under the Securities Act or Exchange Act, please also ensure that the exclusive forum
provision in the governing documents states this clearly, or tell us how you will inform
investors in future filings that the provision does not apply to any actions arising under the
Securities Act or Exchange Act.
Exhibits
8.Please file the employment agreements of your named executive officers as exhibits to the
registration statement.  See Item 601(b)(10) of Regulation S-K.
General
9.Please provide us with copies of the report you commissioned from Harris Poll.  File a
consent from Harris Poll to the reference to its report in the registration statement.
            You may contact Laura Veator, Staff Accountant, at (202) 551-3716 or Stephen
Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions regarding
comments on the financial statements and related matters. Please contact Michael C. Foland,
Attorney-Advisor at (202) 551-6711 or Kathleen Krebs, Special Counsel, at (202) 551-3350 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Stanley Moskowitz