SecProbe.io

CORRESP
 1
 filename1.htm

 December
8, 2025

 VIA
FACSIMILE AND EDGAR

 U.S.
Securities and Exchange Commission

 Division
of Corporate Finance

 Washington,
DC 20549

 Re:
 Blink
 Charging Co.

 Registration
 Statement on Form S-1 (Registration No. 333-291943) -

 Concurrence
 in Acceleration Request

 Ladies
and Gentlemen:

 H.C.
Wainwright & Co., LLC and Roth Capital Partners, LLC (the " Placement Agents "), jointly acting as placement agents
on a best-efforts basis in an offering pursuant to the registration statement on Form S-1 (333-291943) (the " Registration Statement "),
hereby concur in the request by Blink Charging Co. that the effective date of the above-referenced registration statement be accelerated
to 5:15 P.M. Eastern Time on Wednesday, December 10, 2025, or as soon as practicable thereafter, pursuant to Rule 461 under the Securities
Act. The Placement Agents affirm that they are aware of their obligations under the Securities Act as they pertain to the best efforts
offering pursuant to the Registration Statement.

 Very
 truly yours,

 H.C.
 WAINWRIGHT & CO., LLC

 By:

 /s/
 Edward D. Silvera

 Name:

 Edward
 D. Silvera

 Title:
 Chief
 Operating Officer

 ROTH
 CAPITAL PARTNERS, LLC

 By:

 /s/
 Aaron M. Gurewitz

 Name:
 Aaron
 M. Gurewitz

 Title:
 President
 & Head of Investment Banking

CORRESP
 1
 filename1.htm

 EMAIL:
SFELDMAN@OLSHANLAW.COM

 DIRECT
DIAL: 212.451.2234

 December
8, 2025

 VIA
EDGAR

 U.S.
Securities and Exchange Commission

 100
F Street, N.E.

 Washington,
D.C. 20549

 Attention:
 Jenny O'Shanick, Esq.

 Division of Corporation Finance

 Re: Blink
 Charging Co.
 Registration
 Statement on Form S-1

 File
 No. 333-291943

 Ladies
and Gentlemen:

 On
behalf of Blink Charging Co. (the "Company"), we enclose the Company's request for acceleration of the above-referenced
Registration Statement to 5:15 p.m., Eastern time, on Wednesday, December 10, 2025, or as soon thereafter as practicable.

 Please
advise the undersigned of the effectiveness of the Registration Statement.

 Very
 truly yours,

 /s/
 Spencer G. Feldman

 Spencer
 G. Feldman

 cc:
 Mr. Michael Battaglia

 Aviv Hillo, Esq.

 Mr. Michael Bercovich

 Blink
Charging Co.

 17301
Melford Blvd.

 Bowie,
Maryland 20715

 December
8, 2025

 U.S.
Securities and Exchange Commission

 100
F Street, N.E.

 Washington,
D.C. 20549

 Attention:
 Jenny O'Shanick, Esq.

 Division of Corporation Finance

 Re: Blink
 Charging Co.
 Registration
 Statement on Form S-1 (No. 333-291943)

 Ladies
and Gentlemen:

 Blink
Charging Co. hereby requests that the effectiveness of the above-referenced Registration Statement be accelerated so that it will become
effective at 5:15 p.m., Eastern time, on Wednesday, December 10, 2025, or as soon thereafter as practicable.

 Very
 truly yours,

 BLINK
 CHARGING CO.

 By:
 /s/
 Michael C. Battaglia

 Michael
 C. Battaglia

 President
 and Chief Executive Officer

CORRESP
 1
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 December
4, 2025

 VIA
EDGAR

 U.S.
Securities and Exchange Commission

 100
F Street, N.E.

 Washington,
D.C. 20549

 Re: Blink
 Charging Co.
 Registration
 Statement on Form S-1

 Ladies
and Gentlemen:

 On
behalf of Blink Charging Co., a Nevada corporation (the "Company"), we are hereby filing in electronic format through
EDGAR with the U.S. Securities and Exchange Commission, pursuant to the Securities Act of 1933, as amended, one complete copy of the
Company's Registration Statement on Form S-1 covering the sale of up to 14,814,814 shares of the Company's common
stock on a best-efforts basis, together with all exhibits listed in the Registration Statement as filed therewith.

 We
were advised on Monday morning, December 1, 2025, by Jenny O'Shanick of the SEC staff that the Draft Registration Statement (CIK
0001429764) submitted by the Company on October 8, 2025, was not being reviewed. The Registration Statement has been updated to reflect
the preliminary number of shares of the Company's common stock to be offered and related pricing information, and to include the
incorporation by reference of the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025.

 As
we have previously advised the staff, the placement agents and the Company expect to price the offering on Wednesday, December 10, 2025
post-market, and respectfully request the staff to convey any comments they may have on the Registration Statement no later than Monday,
December 8, 2025.

 The
final pricing information will be provided in a final prospectus in reliance on Rule 430A. We expect to ask for acceleration of the effectiveness
of the Registration Statement at the beginning of next week. The request of the placement agents will include the representation from
them with respect to compliance with Rule 15c2-8. A copy of the letter from FINRA clearing the compensation arrangements for the offering
will be forwarded to you.

 Should
any member of the SEC staff have any questions concerning the enclosed materials or desire any further information or clarification in
respect of the Registration Statement or the offering, please do not hesitate to contact me (tel.: (212) 451-2234) or Dakota J. Forsyth
of our office (tel.: (212) 451-2247), or Michael Bercovich, the Company's Chief Financial Officer (tel.: (703) 675-5766).

 Very truly yours,

 /s/
 Spencer G. Feldman

 Spencer G. Feldman

CORRESP
1
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EMAIL:
SFeldman@olshanlaw.com

DIRECT
DIAL: 212.451.2234

October
31, 2023

VIA
EDGAR

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Attention:
    Alex
    King, Esq.

    Division
    of Corporation Finance

    Office
    of Manufacturing

    Re:
    Blink
    Charging Co.

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

    File
    No. 333-275123

Ladies
and Gentlemen:

On
behalf of Blink Charging Co. (the “Company”), we enclose herewith for filing with the U.S. Securities and Exchange Commission,
pursuant to the Securities Act of 1933, as amended (the “Securities Act”), one complete copy of Amendment No. 1 to Registration
Statement on Form S-3 (the “Amendment”), for the universal shelf registration of the Company’s equity and debt securities.

In
response to the comment received from the staff of the Commission by telephone from Alex King on October 27, 2023, the Company has revised
page 20 of the Amendment to state that the selling stockholders will [rather than may] be deemed to be underwriters
within the meaning of the Securities Act.

Pursuant
to the staff’s no-review letter dated October 27, 2023 and Rule 460 and 461 of Regulation C of the Securities Act, the Company
intends to file its request with the staff of the Commission for acceleration of effectiveness of the Registration Statement to 4:00
p.m. on Thursday, November 2, 2023, or as soon thereafter as practicable.

Should
any member of the staff have any questions concerning the Amendment, please do not hesitate to contact the undersigned at tel.: (212)
451-2234 or email: sfeldman@olshanlaw.com.

    Very
    truly yours,

    /s/
                                            Spencer G. Feldman

    Spencer
    G. Feldman

    cc:
    Mr.
    Brendan S. Jones

    Mr.
    Michael P. Rama

CORRESP
1
filename1.htm

EMAIL:
SFELDMAN@olshanlaw.com

DIRECT
DIAL: 212.451.2234

    October
    31, 2023

VIA
EDGAR

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Attention:
    Alex
    King, Esq.

    Division
    of Corporation Finance

    Office
    of Manufacturing

    Re:
    Blink
    Charging Co.

    Registration
    Statement on Form S-3

    File
    No. 333-275123

Ladies
and Gentlemen:

On
behalf of Blink Charging Co. (the “Company”), we enclose the Company’s request for acceleration of the above-referenced
Registration Statement to 4:00 p.m., Eastern time, on Thursday, November 2, 2023, or as soon thereafter as practicable.

Please
advise the undersigned of the effectiveness of the Registration Statement.

    Very
    truly yours,

    /s/
    Spencer G. Feldman

    Spencer
    G. Feldman

  cc:
  Mr.
  Brendan S. Jones

  Mr.
  Michael P. Rama

Blink
Charging Co.

605
Lincoln Road, 5th Floor

Miami
Beach, Florida 33139

  October
  31, 2023

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Attention:
    Alex
    King, Esq.

    Division
    of Corporation Finance

    Office
    of Manufacturing

    Re:
    Blink
    Charging Co.

    Registration
    Statement on Form S-3 (No. 333-275123)

Ladies
and Gentlemen:

Blink
Charging Co. hereby requests that the effectiveness of the above-referenced Registration Statement be accelerated so that it will become
effective at 4:00 p.m., Eastern time, on Thursday, November 2, 2023, or as soon thereafter as practicable.

    Very
    truly yours,

    BLINK
    CHARGING CO.

    By:
    /s/
    Brendan S. Jones

    Brendan
    S. Jones

    President
    and Chief Executive Officer

United States securities and exchange commission logo
October 27, 2023
Brendan Jones
Chief Executive Officer
Blink Charging Co.
605 Lincoln Road, 5th Floor
Miami Beach, FL 33139
Re:Blink Charging Co.
Registration Statement on Form S-3
Filed October 20, 2023
File No. 333-275123
Dear Brendan Jones:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Alex King at 202-551-8631 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Spencer Feldman

United States securities and exchange commission logo
December 17, 2021
Michael P. Rama
Chief Financial Officer
Blink Charging Co.
605 Lincoln Road, 5th Floor
Miami Beach, FL 33139-3024
Re:Blink Charging Co.
Form 10-K for the Year Ended December 31, 2020
Filed March 31, 2021
File No. 001-38392
Dear Mr. Rama:
            We have completed our review of your filing.  We remind you that the company and its
management are responsible for the accuracy and adequacy of their disclosures, notwithstanding
any review, comments, action or absence of action by the staff.
Sincerely,
Division of Corporation Finance
Office of Manufacturing

CORRESP
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OLSHAN
FROME WOLOSKY LLP

1325
Avenue of the Americas, 15th Floor

New
York, New York 10019

Spencer
G. Feldman

(212)
451-2234

sfeldman@olshanlaw.com

December
16, 2021

VIA
EDGAR

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Attention:
    Mr.
    Jeffrey Gordon

    Division
    of Corporation Finance

    Office
    of Manufacturing

    Re:
    Blink
    Charging Co.

    Form
    10-K for the Year ended December 31, 2020

    Filed
    March 31, 2021

    File
    No. 001-38392

Ladies
and Gentlemen:

On
behalf of Blink Charging Co., a Nevada corporation, we hereby submit in electronic format for filing with the U.S. Securities and Exchange
Commission pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, one copy of Amendment No. 1 (on Form 10-K/A) to
Blink’s Annual Report on Form 10-K for the year ended December 31, 2020.

The
Form 10-K/A is being filed in response to a comment letter, dated December 9, 2021, from the SEC staff, as discussed below.

Form
10-K for the Year Ended December 31, 2020

Report
of Independent Registered Public Accounting Firm, page F-2

    1.
    We
    note that the first sentence of the audit report does not refer to the balance sheet as of December 31, 2019 nor does it refer to
    the consolidated statements of comprehensive loss for the two years ended December 31, 2020. In addition, the last sentence of the
    first paragraph does not properly refer to accounting principles generally accepted in the United States of America. Please amend
    your Form 10-K to include a revised audit report that corrects these deficiencies and fully complies with the guidance in Article
    2 of Regulation S-X and AS 3101. Ensure that your amended filing also includes currently dated management certifications that refer
    to the Form 10-K/A.

Response:
In response to the staff’s comment, Blink’s Form 10-K/A is being filed to amend Blink’s audit report provided by its
independent registered public accounting firm to include reference to (i) in the first sentence thereof, the balance sheet as of December
31, 2019 and the consolidated statements of comprehensive loss for the two years ended December 31, 2020, and (ii) in the last sentence
of the first paragraph thereof, the accounting principles generally accepted in the United States of America, which in each case were
inadvertently not included in the auditor’s initial report. In addition, as required by Rule 12b-15 under the Securities Exchange
Act of 1934, as amended, new certifications by Blink’s principal executive officer and principal financial officer are filed as
exhibits to the Form 10-K/A.

Please
address any comments or questions that you may have concerning the Form 10-K/A to Michael Rama, Blink’s Chief Financial Officer,
or to me.

    Very
    truly yours,

    /s/
    Spencer G. Feldman

    Spencer
    G. Feldman

    cc:
    Mr.
    Jeffrey Gordon

    Mr.
    Michael D. Farkas, Chairman & CEO

    Aviv
    Hillo, General Counsel, Esq.

    Michael
    P. Rama, CFO

    Blink
    Charging Co.

United States securities and exchange commission logo
December 9, 2021
Michael P. Rama
Chief Financial Officer
Blink Charging Co.
605 Lincoln Road, 5th Floor
Miami Beach, FL 33139-3024
Re:Blink Charging Co.
Form 10-K for the Year Ended December 31, 2020
Filed March 31, 2021
File No. 001-38392
Dear Mr. Rama:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comment.  In our comment, we may ask you to provide us
with information so we may better understand your disclosure.
            Please respond to this comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this comment, we may have additional comments.
Form 10-K for the Year Ended December 31, 2020
Report of Independent Registered Public Accounting Firm, page F-2
1.We note that the first sentence of the audit report does not refer to the balance sheet as of
December 31, 2019 nor does it refer to the consolidated statements of comprehensive loss
for the two years ended December 31, 2020.  In addition, the last sentence of the first
paragraph does not properly refer to accounting principles generally accepted in the
United States of America.  Please amend your Form 10-K to include a revised audit report
that corrects these deficiencies and fully complies with the guidance in Article 2 of
Regulation S-X and AS 3101.  Ensure that your amended filing also includes currently
dated management certifications that refer to the Form 10-K/A.
            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.

 FirstName LastNameMichael P. Rama
 Comapany NameBlink Charging Co.
 December 9, 2021 Page 2
 FirstName LastName
Michael P. Rama
Blink Charging Co.
December 9, 2021
Page 2
            You may contact Jeffrey Gordon at 202-551-3866 or Martin James, Senior Advisor, at
202-551-3671 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing

CORRESP
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EMAIL:
SFeldman@olshanlaw.com

DIRECT
DIAL: 212.451.2234

    September
    13, 2019

VIA
EMAIL AND EDGAR

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Attention:

    Eric
    Atallahe, Esq., Attorney-Adviser

    Division
    of Corporation Finance

    Re:
    Blink
    Charging Co.

    Registration
    Statement on Form S-3 (No. 333-233580)

Ladies
and Gentlemen:

On
behalf of Blink Charging Co. (the “Company”), we enclose the Company’s request for acceleration of the above-referenced
Registration Statement to 4:30 p.m., Eastern time, on Monday, September 16, 2019, or as soon as possible thereafter.

Please
advise the undersigned of the effectiveness of the Registration Statement.

    Very
    truly yours,

    /s/
                                         Spencer G. Feldman

    Spencer
    G. Feldman

cc: Mr.
                                         Michael D. Farkas

BLINK
CHARGING CO.

407
Lincoln Road, Suite 704

Miami
Beach, Florida 33139

    September
    13, 2019

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Attention:

    Eric
    Atallahe, Esq., Attorney-Adviser

    Division
    of Corporation Finance

    Re:
    Blink
    Charging Co.

    Registration
    Statement on Form S-3 (No. 333-233580)

Ladies
and Gentlemen:

Blink
Charging Co. hereby requests that the effectiveness of the above-referenced
Registration Statement be accelerated so that it will become effective at 4:30 p.m., Eastern time, on Monday, September 16, 2019,
or as soon as possible thereafter.

    Very
    truly yours,

    BLINK
    CHARGING CO.

    By:
    /s/
                                         Michael D. Farkas

    Michael
    D. Farkas

    Chairman
    and Chief Executive Officer

September 12, 2019
Michael D. Farkas
Chief Executive Officer
Blink Charging Co.
407 Lincoln Road, Suite 704
Miami Beach, Florida 33139-3024
Re:Blink Charging Co.
Registration Statement on Form S-3
Filed August 30, 2019
File No. 333-233580
Dear Mr. Farkas:
            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 Eric Atallah at 202-551-3663 with any questions.
Sincerely,
Division of Corporation Finance
Office of Electronics and Machinery
cc:       Spencer G. Feldman, Esq.

CORRESP
1
filename1.htm

OLSHAN
FROME WOLOSKY LLP

1325
Avenue of the Americas, 15th Floor

New
York, New York 10019

Spencer
G. Feldman

212-451-2234

e-mail:
sfeldman@olshanlaw.com

August
30, 2019

VIA
EDGAR

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Blink
    Charging Co.

    Registration
    Statement on Form S-3 (the “Registration Statement”)

Ladies
and Gentlemen:

On
behalf of Blink Charging Co., a Nevada corporation, we hereby submit in electronic format for filing with the U.S. Securities
and Exchange Commission (the “Commission”), pursuant to the Securities Act of 1933, as amended (the “Securities
Act”), and Rule 101(a)(1)(i) of Regulation S-T, one complete copy of Blink’s Registration Statement on Form S-3 for
the registration of shares of common stock and other securities that Blink may sell from time to time in one or more offerings
pursuant to Rule 415 under the Securities Act, of up to a total dollar amount of $100,000,000 on terms to be determined at the
time of sale.

Should
any member of the Commission’s staff have any questions concerning the Registration Statement or desire any further information
or clarification in respect of the Registration Statement, please do not hesitate to contact Michael D. Farkas, Chairman and Chief
Executive Officer of the Company (tel.: (305) 521-0200), or me (tel.: (212) 451-2234).

    Very
    truly yours,

    /s/
    Spencer G. Feldman

    Spencer
    G. Feldman

    Enclosures

    cc:
    Mr.
    Michael D. Farkas

    Mr.
    Jonathan New

CORRESP
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JOSEPH
GUNNAR & CO., LLC

30 Broad Street, 11th Fl

New
York, NY 10004

                                                                                                 February
13, 2018

VIA
EDGAR

Securities
and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Re:

    Blink
    Charging Co. (the “Company”)

    File
    No. 333-214461

    Registration
    Statement on Form S-1

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act of 1933, as
amended (the “Securities Act”), we, the representative of the several underwriters, hereby join in the request of
the Company that the effective time of the above-referenced Registration Statement be accelerated so that it will be declared
effective at 5:00 p.m. Eastern Time on Tuesday, February 13, 2018, or as soon thereafter as practicable.

Additionally,
pursuant to Rule 460 under the Securities Act, please be advised that during the period from January 30, 2018 to the date of this
letter, we distributed over 300 “E-red” copies of the Preliminary Prospectuses, dated January 30, 2018, February 5,
2018, February 7, 2018 and February 9, 2018, to underwriters, institutions, dealers and others.

We
have and will comply, and have been informed by the participating underwriters that they have and will comply, with the requirement
of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.

    Very
    truly yours,

    JOSEPH
    GUNNAR & CO., LLC

    Acting
    on behalf of themselves and as representative of the several underwriters

    By:

    /s/
    Eric Lord

    Name:

    Eric
    Lord

    Title:

    Head
    of Investment Banking/Underwritings

CORRESP
1
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BLINK
CHARGING CO.

3284
N. 29th Court

Hollywood,
Florida 33020

February
13, 2018

VIA
EDGAR

U.S.
Securities & Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:

    Blink Charging
    Co.

    Registration
    Statement on Form S-1

    File No. 333-214461

Ladies
and Gentlemen:

In
accordance with Rule 461 of the Securities Act of 1933, as amended, Blink Charging Co. (the “Company”) hereby respectfully
requests that the effective date of the above-captioned Registration Statement (the “Filing”) be accelerated so that
it will be declared effective at 5:00 p.m. Eastern Time on Tuesday, February 13, 2018, or as soon thereafter as possible.

*
* * *

Very
Truly Yours,

    Blink
    Charging Co.

    /s/
    Michael J. Calise

    Michael J. Calise

    Chief Executive
    Officer

CORRESP
1
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JOSEPH
GUNNAR & CO., LLC

30 Broad Street, 11th Fl

New
York, NY 10004

February
12, 2018

VIA
EDGAR

Securities
and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Re:

    Blink
    Charging Co. (the “Company”)

    File
    No. 333-214461

    Registration
    Statement on Form S-1

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act of 1933, as
amended (the “Securities Act”), we, the representative of the several underwriters, hereby join in the request of
the Company that the effective time of the above-referenced Registration Statement be accelerated so that it will be declared
effective at 5:00 p.m. Eastern Time on Monday, February 12, 2018, or as soon thereafter as practicable.

Additionally,
pursuant to Rule 460 under the Securities Act, please be advised that during the period from January 30, 2018 to the date of this
letter, we distributed over 300 “E-red” copies of the Preliminary Prospectuses, dated January 30, 2018, February 5,
2018, February 7, 2018 and February 9, 2018, to underwriters, institutions, dealers and others.

We
have and will comply, and have been informed by the participating underwriters that they have and will comply, with the requirement
of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.

    Very
    truly yours,

    JOSEPH
    GUNNAR & CO., LLC

    Acting
    on behalf of themselves and as representative of the several underwriters

    By:

    /s/
    Eric Lord

    Name:

    Eric
    Lord

    Title:

    Head
    of Investment Banking/Underwritings

CORRESP
1
filename1.htm

BLINK
CHARGING CO.

3284
N 29th Court

Hollywood,
Florida 33020-1320

February
12, 2018

Via
EDGAR

U.S.
Securities & Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Blink
    Charging Co.

    Registration
    Statement on Form S-1

    File
    No. 333-214461

Ladies
and Gentleman:

Reference
is made to our letter, filed as correspondence via EDGAR on February 12, 2018, in which we requested the acceleration of the effective
date of the above-referenced Registration Statement for Monday, February 12, 2018 at 5:00 p.m. Eastern Time, in accordance with
Rule 461 under the Securities Act of 1933, as amended. We are no longer requesting that such Registration Statement be declared
effective at this time and we hereby formally withdraw our request for acceleration of the effective date.

Very
Truly Yours,

    /s/
    Michael J. Calise

    Michael
    J. Calise

    Chief
    Executive Officer

    Blink
    Charging Co.

CORRESP
1
filename1.htm

JOSEPH
GUNNAR & CO., LLC

30
Broad Street, 11th Fl

New
York, NY 10004

February
12, 2018

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Blink
    Charging Co. (the “Company”)

    Filed
    on Form S-1

    Registration
    No. 333-214461

Ladies
and Gentleman:

Reference
is made to our letter, filed as correspondence via EDGAR on February 12, 2018, in which we, as representatives of the several
underwriters, requested the acceleration of the effective date of the above-referenced Registration Statement for Monday, February
12, 2018, at 5:00 p.m. Eastern Time, in accordance with Rule 461 under the Securities Act of 1933, as amended. We are no longer
requesting that such Registration Statement be declared effective at this time and we hereby formally withdraw our request for
acceleration of the effective date.

    Sincerely,

    Joseph
    Gunnar & Co., LLC

    Acting
    on behalf of themselves and as Representative of the several Underwriters

    By:
    /s/
    Eric Lord

    Name:
    Eric
    Lord

    Title:
    Head
    of Investment Banking/Underwritings

CORRESP
1
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BLINK
CHARGING CO.

3284
N. 29th Court

Hollywood,
Florida 33020

February
12, 2018

VIA
EDGAR

U.S.
Securities & Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:

    Blink
    Charging Co.

    Registration
    Statement on Form S-1

    File
    No. 333-214461

Ladies
and Gentlemen:

In
accordance with Rule 461 of the Securities Act of 1933, as amended, Blink Charging Co. (the “Company”) hereby respectfully
requests that the effective date of the above-captioned Registration Statement (the “Filing”) be accelerated so that
it will be declared effective at 5:00 p.m. Eastern Time on Monday, February 12, 2018, or as soon thereafter as possible.

*
* * *

Very
Truly Yours,

    Blink
    Charging Co.

    /s/
    Michael J. Calise

    Michael
    J. Calise

    Chief
    Executive Officer

CORRESP
1
filename1.htm

JOSEPH
GUNNAR & CO., LLC

30
Broad Street, 11th Fl

New
York, NY 10004

February
9, 2018

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Blink
    Charging Co. (the “Company”)

    Filed
    on Form S-1

    Registration
    No. 333-214461

Ladies
and Gentleman:

Reference
is made to our letter, filed as correspondence via EDGAR on February 8, 2018, in which we, as representatives of the several underwriters,
requested the acceleration of the effective date of the above-referenced Registration Statement for Thursday, February 8, 2018,
at 5:00 p.m. Eastern Time, in accordance with Rule 461 under the Securities Act of 1933, as amended. We are no longer requesting
that such Registration Statement be declared effective at this time and we hereby formally withdraw our request for acceleration
of the effective date.

    Sincerely,

 Joseph
 Gunnar & Co., LLC

    Acting
                                         on behalf of themselves and as Representative of the several Underwriters

    By:
    /s/
    Eric Lord

    Name:

    Eric Lord

    Title:
    Head
    of Investment Banking/Underwritings

CORRESP
1
filename1.htm

BLINK
CHARGING CO.

3284
N 29th Court

Hollywood,
Florida 33020-1320

February
9, 2018

Via
EDGAR

U.S.
Securities & Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Blink
    Charging Co.

    Registration
    Statement on Form S-1

    File
    No. 333-214461

Ladies
and Gentleman:

Reference
is made to our letter, filed as correspondence via EDGAR on February 8, 2018, in which we requested the acceleration of the effective
date of the above-referenced Registration Statement for Thursday, February 8, 2018 at 5:00 p.m. Eastern Time, in accordance with
Rule 461 under the Securities Act of 1933, as amended. We are no longer requesting that such Registration Statement be declared
effective at this time and we hereby formally withdraw our request for acceleration of the effective date.

Very
Truly Yours,

    /s/
    Michael J. Calise

    Michael
    J. Calise

    Chief
    Executive Officer

    Blink
    Charging Co.

CORRESP
1
filename1.htm

BLINK
CHARGING CO.

3284
N 29th Court

Hollywood,
Florida 33020-1320

February
8, 2018

Via
EDGAR

U.S.
Securities & Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Blink Charging Co.

    Registration Statement on Form S-1

    File No. 333-214461

Ladies
and Gentleman:

Reference
is made to our letter, filed as correspondence via EDGAR on February 7, 2018, in which we requested the acceleration
of the effective date of the above-referenced Registration Statement for Wednesday, February 7, 2018 at 5:00 p.m. Eastern
Time, in accordance with Rule 461 under the Securities Act of 1933, as amended. We are no longer requesting that such
Registration Statement be declared effective at this time and we hereby formally withdraw our request for acceleration of the
effective date.

    Very
    Truly Yours,

    /s/
    Michael J. Calise

    Michael
    J. Calise

    Chief
    Executive Officer

    Blink
    Charging Co.

CORRESP
1
filename1.htm

BLINK
CHARGING CO.

3284
N. 29th Court

Hollywood,
Florida 33020

February
8, 2018

VIA
EDGAR

U.S.
Securities & Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:

    Blink
    Charging Co.

    Registration
    Statement on Form S-1

    File
    No. 333-214461

Ladies
and Gentlemen:

In
accordance with Rule 461 of the Securities Act of 1933, as amended, Blink Charging Co. (the “Company”) hereby respectfully
requests that the effective date of the above-captioned Registration Statement (the “Filing”) be accelerated so that
it will be declared effective at 5:30 p.m. Eastern Time on Thursday, February 8, 2018, or as soon thereafter as possible.

*
* * *

Very
Truly Yours,

    Blink
    Charging Co.

    /s/
    Michael J. Calise

    Michael
    J. Calise

    Chief
    Executive Officer

CORRESP
1
filename1.htm

JOSEPH
GUNNAR & CO., LLC

30 Broad Street, 11th Fl

New
York, NY 10004

February
8, 2018

VIA
EDGAR

Securities
and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Re:

    Blink
    Charging Co. (the “Company”)

    File
    No. 333-214461

    Registration
    Statement on Form S-1

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act of 1933, as
amended (the “Securities Act”), we, the representative of the several underwriters, hereby join in the request of
the Company that the effective time of the above-referenced Registration Statement be accelerated so that it will be declared
effective at 5:30 p.m. Eastern Time on Thursday, February 8, 2018, or as soon thereafter as practicable.

Additionally,
pursuant to Rule 460 under the Securities Act, please be advised that during the period from January 30, 2018 to the date of this
letter, we distributed over 500 “E-red” copies of the Preliminary Prospectuses, dated January 30, 2018, February 5,
2018 and February 7, 2018, to underwriters, institutions, dealers and others.

We
have and will comply, and have been informed by the participating underwriters that they have and will comply, with the requirement
of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.

    Very
    truly yours,

    JOSEPH
    GUNNAR & CO., LLC

    Acting
    on behalf of themselves and as representative of the several underwriters

    By:

    /s/
    Eric Lord

    Name:

    Eric
    Lord

    Title:

    Head
    of Investment Banking/Underwritings

CORRESP
1
filename1.htm

JOSEPH
GUNNAR & CO., LLC

30
Broad Street, 11th Fl

New
York, NY 10004

February
8, 2018

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:

    Blink
    Charging Co. (the “Company”)

    Filed
    on Form S-1

    Registration
    No. 333-214461

Ladies
and Gentleman:

Reference
is made to our letter, filed as correspondence via EDGAR on February 7, 2018, in which we, as representatives of the several underwriters,
requested the acceleration of the effective date of the above-referenced Registration Statement for Wednesday, February 7, 2018,
at 5:00 p.m. Eastern Time, in accordance with Rule 461 under the Securities Act of 1933, as amended. We are no longer requesting
that such Registration Statement be declared effective at this time and we hereby formally withdraw our request for acceleration
of the effective date.

    Sincerely,

    Joseph Gunnar & Co., LLC

Acting on behalf of themselves and as Representative of the several Underwriters

    By:
    /s/
    Eric Lord

    Name:
    Eric
    Lord

    Title:
    Head
    of Investment Banking/Underwritings

CORRESP
1
filename1.htm

JOSEPH
GUNNAR & CO., LLC

30
Broad Street, 11th Fl

New
York, NY 10004

February
7, 2018

VIA
EDGAR

Securities
and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Blink
    Charging Co. (the “Company”)

    File
    No. 333-214461

    Registration
    Statement on Form S-1

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act of 1933, as
amended (the “Securities Act”), we, the representative of the several underwriters, hereby join in the request of
the Company that the effective time of the above-referenced Registration Statement be accelerated so that it will be declared
effective at 5:00 p.m. Eastern Time on Wednesday, February 7, 2018, or as soon thereafter as practicable.

Additionally,
pursuant to Rule 460 under the Securities Act, please be advised that during the period from January 30, 2018 to the date of this
letter, we distributed over 500 “E-red” copies of the Preliminary Prospectuses, dated January 30, 2018, February 5,
2018 and February 7, 2018, to underwriters, institutions, dealers and others.

We
have and will comply, and have been informed by the participating underwriters that they have and will comply, with the requirement
of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.

    Very
    truly yours,

    JOSEPH
    GUNNAR & CO., LLC

    Acting
    on behalf of themselves and as

representative of the several underwriters

    By:
    /s/
    Eric Lord

    Name:
    Eric
    Lord

    Title:
    Head
    of Investment Banking/Underwritings

CORRESP
1
filename1.htm

BLINK
CHARGING CO.

3284
N. 29th Court

Hollywood,
Florida 33020

February
7, 2018

VIA
EDGAR

U.S.
Securities & Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:

    Blink
    Charging Co.

    Registration
    Statement on Form S-1

    File
    No. 333-214461

Ladies
and Gentlemen:

In
accordance with Rule 461 of the Securities Act of 1933, as amended, Blink Charging Co. (the “Company”) hereby respectfully
requests that the effective date of the above-captioned Registration Statement (the “Filing”) be accelerated so that
it will be declared effective at 5:00 p.m. Eastern Time on Wednesday, February 7, 2018, or as soon thereafter as possible.

*
* * *

Very
Truly Yours,

Blink
Charging Co.

    /s/
    Michael J. Calise

    Michael
    J. Calise

    Chief
    Executive Officer

CORRESP
1
filename1.htm

BLINK
CHARGING CO.

3284
N 29th Court

Hollywood,
Florida 33020-1320

January
31, 2018

VIA
EDGAR

U.S.
Securities & Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

Attn:
Russell Mancuso and Tim Buchmiller

    Re:
    Blink
    Charging Co.

    Registration
    Statement on Form S-1

    File
    No. 333-214461

Dear
Mr. Mancuso and Mr. Buchmiller:

Reference
is made to our letter, filed as correspondence via EDGAR on January 30, 2018, in which we requested the acceleration of the effective
date of the above-referenced Registration Statement, as amended, for Wednesday, January 31, 2018 at 5:00 p.m. Eastern Time or
as soon thereafter as possible, in accordance with Rule 461 under the Securities Act of 1933, as amended. We are no longer requesting
that such Registration Statement be declared effective at this time and we hereby formally withdraw our request for acceleration
of the effective date.

Very
Truly Yours,

    /s/
    Michael J. Calise

    Michael
    J. Calise

    Chief
    Executive Officer

    Blink
    Charging Co.

CORRESP
1
filename1.htm

January
31, 2018

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

Attn:
Russell Mancuso and Tim Buchmiller

    Re:
    Blink
    Charging Co. (the “Company”)

    Filed
    on Form S-1

    Registration
    No. 333-214461

Dear
Mr. Mancuso and Mr. Buchmiller:

Reference
is made to our letter, filed as correspondence via EDGAR on January 30, 2018, in which we, as representatives of the several underwriters,
requested the acceleration of the effective date of the above-referenced Registration Statement for Wednesday, January 31, 2018,
at 5:00 p.m. Eastern Time, in accordance with Rule 461 under the Securities Act of 1933, as amended. We are no longer requesting
that such Registration Statement be declared effective at this time and we hereby formally withdraw our request for acceleration
of the effective date.

    Very truly yours,

    Joseph Gunnar & Co., LLC

    Acting As Representative of the several Underwriters

    By:
    /s/
    Eric Lord

    Name:
    Eric
    Lord

    Title:
    Head of Investment

                                                         Banking/Underwritings

\

CORRESP
1
filename1.htm

JOSEPH
GUNNAR & CO., LLC

30 Broad Street, 11th Fl

New York, NY 10004

January 30, 2018

VIA
EDGAR

Securities
and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    Blink
Charging Co. (the “Company”)

    File
No. 333-214461

    Registration
Statement on Form S-1

Ladies
and Gentlemen:

Pursuant to Rule 461 of
the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the
“Securities Act”), we, the representative of the several underwriters (the “Representative”), hereby join
in the request of the Company that the effective time of the above-referenced Registration Statement be accelerated so that it
will be declared effective at 5:00 p.m. Eastern Time on Wednesday, January 31, 2018, or as soon thereafter as practicable.

Pursuant to Rule 460 under the Securities Act, please be advised that during the period from November 4, 2016
to the date of this letter, we, acting as representative to the several underwriters, wish to advise you that we distributed as
many copies, as well as “E-red” copies of the Preliminary Prospectuses, dated January 9, 2018, January 11, 2018, January
25, 2018, January 29, 2018 and January 30, 2018 as appears to be reasonable to secure adequate distribution of the Preliminary
Prospectuses.

    Very
    truly yours,

    JOSEPH
    GUNNAR & CO., LLC

    By:
    /s/
    Eric Lord

    Name:

    Eric
    Lord

    Title:

    Head
    of Investment Banking/Underwritings

CORRESP
1
filename1.htm

BLINK
CHARGING CO.

3284
N. 29th Court

Hollywood,
Florida 33020

January
30, 2018

VIA
EDGAR

U.S.
Securities & Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:

    Blink
    Charging Co.

    Registration
    Statement on Form S-1

    File
    No. 333-214461

Ladies
and Gentlemen:

In
accordance with Rule 461 of the Securities Act of 1933, as amended, Blink Charging Co. (the “Company”) hereby respectfully
requests that the effective date of the above-captioned Registration Statement (the “Filing”) be accelerated so that
it will be declared effective at 5:00 p.m. Eastern Time on Wednesday, January 31, 2018, or as soon thereafter as possible.

*
* * *

Very
Truly Yours,

Blink
Charging Co.

    /s/
    Michael J. Calise

    Michael
    J. Calise

    Chief
    Executive Officer

CORRESP
1
filename1.htm

Blink
Charging Co.

3284
N 29th Court

Hollywood,
FL 33020-1320

January
25, 2018

VIA
EDGAR

Russell
Mancuso, Branch Chief

Office
of Electronics and Machinery

Mail
Stop 3030

Division
of Corporation Finance

Securities
and Exchange Commission

100
F Street N.E.

Washington,
D.C. 20549

    Re:
    Blink
    Charging Co.

    Amendment
    No. 5 to Registration Statement on Form S-1

    Filed
    January 11, 2018

    File
    No. 333-214461

Dear
Mr. Mancuso:

This
letter provides the response of Blink Charging Co. (the “Company”) to the oral comment provided by a member of the
Staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange to our securities counsel
on January 23, 2018. For your convenience, the matters are listed below, followed by the Company’s responses:

Email
to Blink Network

    1.
    We
    note that the Company’s CEO has sent an email to members of the Blink Network. Please clarify whether the Company is
    engaging in a Directed Share Program with regard to members of the Blink Network and, if so, please disclose the Directed
    Share Program in your registration statement. In addition, please file this email as a Free Writing Prospectus or please explain
    why you believe this is not a Free Writing Prospectus.

    RESPONSE:
    In
                                         response to the Staff’s comment regarding a Directed Share Program, we note that
                                         the email states that “the underwriters of that offering have agreed to consider
                                         reserving a number of the shares of common stock being offered for our Blink members.”
                                         The underwriters have not agreed to reserve a certain number of shares and are under
                                         no obligation to do so. There are no plans for a Directed Share Program at this time.

        In
        response to the Staff’s comment regarding whether the email is a Free Writing Prospectus, it is our view that it
        is a communication that should not be deemed (i) an “offer” or “solicitation” under the Securities
        Act, or (ii) a prospectus because the email falls under the safe harbor provided under Securities Act Rule 134.

        (i)The
        email was not an “offer” or “solicitation” because it clearly states that “This communication
        shall not constitute an offer to sell or the solicitation of an offer to buy” and “nor shall there
        be any sale of the referenced securities in any state or jurisdiction in which such offer, solicitation, or sale would
        be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.”
        An investor could not at the time of receipt of the email, nor currently, purchase any security offered in the current
        offering.

        (ii)
        There was no information regarding the offering in the email (including items allowed by Rule 134(a) such as title of
        security, price, intended use of proceeds, or schedule for the offering), there was a legend in the communication that
        stated, among other items, that “the offering will be made by means of a prospectus only . . . Before you invest,
        you should read the prospectus included in the registration statement for more complete information about the Company
        and this offering . . . This communication shall not constitute an offer to sell or the solicitation of an offer to buy”
        and the email is an electronic communication that provides an active hyperlink to an active hyperlink to a prospectus
        that meets the requirements of section 10 of the Securities Act. This hyperlink takes to you to a preliminary prospectus
        that clearly states that “we may not sell these securities until the registration statement filed with the Securities
        and Exchange Commission is effective. This prospectus is not an offer to sell these securities and is not soliciting an
        offer to buy these securities in any jurisdiction where the offer or sale is not permitted.”

    Sincerely,

    Blink
    Charging Co.

    By:
    /s/
    Michael Calise

    Name:
    Michael
    Calise

    Title:

    Chief
    Executive Officer

CORRESP
1
filename1.htm

Blink
Charging Co.

3284
N 29th Court

Hollywood,
FL 33020-1320

December
7, 2017

VIA
EDGAR

Russell
Mancuso, Branch Chief

Office
of Electronics and Machinery

Mail
Stop 3030

Division
of Corporation Finance

Securities
and Exchange Commission

100
F Street N.E.

Washington,
D.C. 20549

    Re:
    Car
    Charging Group, Inc. (now Blink Charging Co.)

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

    Filed
    July 6, 2017

    File
    No. 333-214461

Dear
Mr. Mancuso:

Blink
Charging Co. (formerly known as Car Charging Group, Inc.) (the “Company”) is in receipt of your comment letter dated
July 24, 2017 regarding the above referenced filing. As requested in your letter, we have provided responses to the questions
raised by the staff. For your convenience, the matters are listed below, followed by the Company’s responses:

Prospectus
Cover Page

    1.
    Clarify
    whether investors have a choice of purchasing a warrant or a share of common stock. If you are offering a unit, please revise
    throughout your registration statement to clarify, and revise your fee table as appropriate.

    RESPONSE:
    In
    response to the staff’s comment, we have revised our registration statement to clarify that we are offering units. These
    units will not be issued or certificated. In response to the staff’s comment, we have revised our fee table.

    2.
    Tell
    us when you intend to complete the blanks that you currently have included regarding the offering price range. Also tell us
    when information based on that range will be reflected in the related information throughout your registration statement.

    RESPONSE:
    On
    August 28, 2017, our securities counsel and Tim Buchmiller of the Securities and Exchange Commission had a telephone conversation
    regarding this comment. Our securities counsel clarified that the offering price will be based on the market price at the
    time of the pricing of the offering and that, as a result, we are deleting the reference to an offering price range.

    3.
    You
    indicate that the number of shares and warrants are based on an assumed public offering price of $9.25 per share. Revise to
    disclose a fixed volume of securities that you are offering.

    RESPONSE:
    In
    response to the staff’s comment, we have revised to disclose a fixed volume of securities that we are offering.

Russell
Mancuso, Branch Chief

Securities and Exchange Commission

December 7, 2017

Use
of Proceeds, page 29

    4.
    Disclose
    in this section all obligations to be paid with proceeds of this offering. We note for example the tax obligations mentioned
    on page 12 and payments to Mr. Farkas mentioned on page 78.

    RESPONSE:
    In
    response to the staff’s comment, we have revised to disclose in the Use of Proceeds section on page 29 all obligations
    to be paid with the proceeds of this offering including tax obligations and payments to Mr. Farkas.

    5.
    Please
    clarify whether your reference on pages 62, 78 and 79 to securities “sold in in this offering” means that you
    are intending the securities registered for sale by this registration statement to be issued to officers.

    RESPONSE:
    In
    response to the staff’s comment, we have clarified that the Company will not be selling or issuing units registered
    in the registration statement to officers.

Exhibits

6.

    Please
    tell us which exhibit represents the warrants to be sold in this offering.

    RESPONSE:
    We
    will be filing the warrants to be sold in this offering as an exhibit (currently scheduled to be Exhibit 3.14) to a future
    pre-effective amendment to the registration statement.

    Sincerely,

    Blink
    Charing Co.

    By:
    /s/
    Michael Calise

    Name:
    Michael
    Calise

    Title:

    Chief
    Executive Officer

Mail Stop 3030

July 24, 2017

Michael J. Calise
Chief Executive Officer
Car Charging Group, Inc.
3284 West 29 Court
Hollywood , Florida 33020 -1320

Re: Car Charging Group, Inc.
  Amendment No. 2 to Registration Statement on Form S-1
Filed  July 6, 2017
  File No.  333-214461

Dear Mr. Calise:

We have limited our review of your amended registration statement to those issues we
have addressed in our 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.

Prospectus Cover Page

1. Clarify whether investors have a choice of purchasing a warrant  or a share of common
stock.  If you are offering a unit, please revise throughout your registration statement to
clarify, and revise your fee table as appropriate.

2. Tell us when you intend to complete the blanks that you currently have included
regarding the offering price range.  Also tell us when information based on  that range will
be reflected in the related information throughout your registration statement .

3. You indicate that t he number of shares and warrants are based on an assumed public
offering price of $9.25 per share .  Revise to disclose  a fixed volume of securities  that you
are offering .

Michael J. Calise
Car Charging Group, Inc.
July 24, 2017
Page 2

 Use of Proceeds, page 29

4. Disclose in this section all obligations to be paid with proceeds of this offering.  We note
for example  the tax obligations mentioned on page 12 and payments to Mr.  Farkas
mentioned on page 78.

5. Please clarify whether your reference on pages 62, 78 and 79 to securities “sold in in this
offering” means  that you are intending the securities registered for sale by  this
registration statement to be issued to officers.

Exhibit s

6. Please tell us which exhibit represents the warrants to be sold in this offering.

Please contact Tim Buchmiller at (202) 551 -3635 or me at (202)  551-3617 with any
questions.

Sincerely,

 /s/ Russell Mancuso

Russell Mancuso
Branch Chief
Office of Electronics and Machinery

cc: Steven A. Lipstein
 Lucosky Brookman LLP

CORRESP
1
filename1.htm

Car
Charging Group, Inc.

169
3284 West 29 Court

Hollywood,
FL 33020

June
30, 2017

VIA
EDGAR

Russell
Mancuso, Branch Chief

Office
of Electronics and Machinery

Mail
Stop 3030

Division
of Corporation Finance

Securities
and Exchange Commission

100
F Street N.E.

Washington,
D.C. 20549

    Re:
    Car
    Charging Group, Inc.

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

Filed
December 21, 2016

File
No. 333-214461

Dear
Mr. Mancuso:

On
January 5, 2017, securities counsel to Car Charging Group, Inc. (the “Company”) and Tim Buchmiller of the Securities
and Exchange Commission had a telephone conversation regarding the staff’s oral comments regarding the above referenced
filing. As requested in the telephone conversation, we have provided responses to the questions raised by the staff. We are filing
Amendment No. 2 to the Registration Statement on Form S-1 (the “Filing”) along with this response letter. For your
convenience, the staff’s questions are listed below, followed by the Company’s responses:

Prospectus

    1.
    Please
    include all disclosure required in your prospectus, excluding only information that may be omitted consistent with Rule 430A.
    Disclosure that may not be omitted includes the volume of securities to be sold, disclosure required by Regulation S-K Item
    202(c), ownership information in the form of the tables required by Regulation S-K Item 403 regarding each class of your equity
    securities, and information based on a bona fide estimate of the public offering price of the securities. See Section II.A.7
    of Release 33-6714 (May 27, 1987).

    RESPONSE:
    In
    response to the staff’s comment, we have provided in the Filing the volume of securities to be sold, disclosure required
    by Regulation S-K Item 202(c), ownership information in the form of the tables required by Regulation S-K Item 403 regarding
    each class of our equity securities, and information based on a bona fide estimate of the public offering price of the securities.

Executive
Compensation, page 65

    2.
    If
    your next pre-effective amendment is filed prior to the due date for the filing of your fiscal year 2016 “Executive
    Compensation” information in a 1934 Act filing, please ensure such information is still included in such pre-effective
    amendment.

    RESPONSE:
    We
    have included our fiscal year 2016 “Executive Compensation” information in the Filing.

Russell
Mancuso, Branch Chief

Securities and Exchange Commission

June 30, 2017

Signatures,
page II-16

    3.
    Please
    clarify who is the Attorney-In-Fact signing on behalf of the officers and directors with an asterisk next to their names.

    RESPONSE:
    In
    response to the staff’s comment, we have clarified that Michael Calise is the Attorney-In-Fact signing on behalf of
    the officers and directors with an asterisk next to their names.

    Sincerely,

    Car
    Charging Group, Inc.

    By:
    /s/
    Michael D. Farkas

    Name:
    Michael
    D. Farkas

    Title:

    Executive
    Chairman

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Car
Charging Group, Inc.

1691
Michigan Avenue, Suite 601

Miami
Beach, FL 33139

December
21, 2016

VIA
EDGAR

Russell
Mancuso, Branch Chief

Office
of Electronics and Machinery

Mail
Stop 3030

Division
of Corporation Finance

Securities
and Exchange Commission

100
F Street N.E.

Washington,
D.C. 20549

    Re:
    Car
    Charging Group, Inc.

Registration
Statement on Form S-1

Filed
November 7, 2016

File
No. 333-214461

Dear
Mr. Mancuso:

Car
Charging Group, Inc. (the “Company”) is in receipt of your comment letter dated November 30, 2016 regarding the above
referenced filing. As requested in your letter, we have provided responses to the questions raised by the staff. For your convenience,
the matters are listed below, followed by the Company’s responses:

Fee
Table

    1.
    Please
    show us how you determined the registration fee for the warrants and underlying shares. We note your disclosure that the warrant
    exercise price is 125% of the common stock public offering price, but your fee table shows that the maximum aggregate offering
    price of the common stock is the same as the maximum aggregate offering price of the common stock underlying the warrants.
    Also, it is unclear how your fee calculation reflects the offer price of the warrants. For guidance, see the Division of Corporation
    Finance’s Securities Act Rules Compliance and Disclosure Interpretation 240.06 available on the Commission’s website.

    RESPONSE:
    In
    response to the staff’s comment, we have clarified that the maximum aggregate offering price of the common stock underlying
    the warrants is $25,000,000. In addition, we have clarified that no further consideration will be paid for the warrant to
    be issued for every one share offered.

Prospectus

    2.
    Please
    include all disclosure required in your prospectus, excluding only information that may be omitted consistent with Rule 430A.
    Disclosure that may not be omitted includes the volume of securities to be sold, disclosure required by Regulation S-K Item
    202(c), ownership information in the form of the tables required by Regulation S-K Item 403 regarding each class of your equity
    securities, and information based on a bona fide estimate of the public offering price of the securities. See Section II.A.7
    of Release 33-6714 (May 27, 1987).

    RESPONSE:
    We
                                         will include, in future pre-effective amendments, the volume of securities to be sold
                                         and all disclosures impacted by such information including disclosure required by Regulation
                                         S-K Item 202(c), ownership information in the form of the tables required by Regulation
                                         S-K Item 403 regarding each class of your equity securities, and information based on
                                         a bona fide estimate of the public offering price of the securities.

Use
of proceeds, page 5

    3.
    Please
    reconcile your “Use of proceeds” disclosure on pages 5 and 30. Also, given that your disclosure on page 30 suggests
    that you will repay only a portion of outstanding related party notes described on pages 82-83, please tell us the source
    of funds that you will use for the balance of your obligations under the notes.

    RESPONSE:
    In
                                         response to the staff’s comment, we have reconciled our “Use of proceeds”
                                         disclosures on pages 5 and 30. In response to the staff’s comment, we have clarified
                                         on page 30 that the entire amount of outstanding related party notes ($495,000) described
                                         on pages 82-83 will be repaid.

Signatures,
page II-16

Russell
Mancuso, Branch Chief

Securities and Exchange Commission

December 21, 2016

    4.
    Please
    clarify below the second paragraph of text required on the Signatures page who signed your registration statement in the capacity
    of controller or principal accounting officer.

    RESPONSE:
    In
    response to the staff’s comment, we have clarified that Michael Calise signed the registration statement in the capacity
    of principal accounting officer.

    Sincerely,

    Car
    Charging Group, Inc.

    By:
    /s/
    Michael Calise

    Name:
    Michael
    Calise

    Title:

    Chief
    Executive Officer

Mail Stop 3030

November 30 , 2016

Via E -Mail
Michael J. Calise
Chief Executive Officer
Car Charging Group, Inc.
1691 Michigan Avenue
Suite 601
Miami Beach, Florida 33139

Re: Car Charging Group, Inc.
  Registration Statement on Form S-1
Filed  November 7, 2016
  File No.  333-214461

Dear Mr. Calise:

We have limited our review of your registration statement to those issues we have
addressed in our 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 com ments 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, w e may have additional comments.

Fee Table

1. Please show us how you determined the registration fee for the warrants and underlying
shares .  We note your disclosure that the warrant exercise price is 125% of the common
stock public offering price, but your fee table shows that the maximum aggregate offering
price of the common stock is the same as  the maximum aggregate offering price of the
common stock underlying the warrants.  Also, it  is unclear how your fee calculation
reflects th e offer price of the war rants.  For guidance, see the Division of Corporation
Finance’s Securities Act Rules Compliance and Disclosure Interpretation 240.06
available on the Commission’s website.

Michael J. Calise
Car Charging Group, Inc.
November 30 , 2016
Page 2

 Prospectus

2. Please include all disclosure required in your prospectus , excluding  only informa tion that
may be omitted consistent with Rule 430A.  Disclosure that may not be omitted includes
the volume of securities to be sold, disclosure required by Regulation S -K Item 202(c),
ownership information in the form of the tables required by Regulation  S-K Item 403
regarding each class of your equity securities, and information based on a bona fide
estimate of the public offering price of the securities.  S ee Section II.A.7 of Release
33-6714 (May 27, 1987).

Use of proceeds, page 5

3. Please reconcile your “Use of proceeds” disclosure on pages 5 and 30.  Also, given that
your disclosure on page 30 suggests that you will repay only a portion of outstanding
related party notes described on pages 82 -83, please tell us the source of funds t hat you
will use for the balance of your obligations under the notes.

Signatures, page II -16

4. Please clarify  below the second paragraph of text required on the Signatures page who
signed your registration statement in the capacity of controller or principal accounting
officer.

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 requ ested effective date of the registration
statement.

Please contact Tim Buchmiller at (202) 551 -3635 or me at (202)  551-3617 with any
questions.

Sincerely,

 /s/ Russell Mancuso

Russell Mancuso
Branch Chief
Office of Electronics and Machinery

cc: Steven A. Lipstein
 Lucosky Brookman LLP

January 12, 2011
 Via U.S. Mail and Facsimile to 305-521-0201

 Michael D. Farkas
Chief Executive Officer
Car Charging Group, Inc. 1691 Michigan Avenue, Suite 425 Miami Beach, FL  33139
 Re: Car Charging Group, Inc.
Form 10-K for the fiscal year ended December 31, 2009, as amended by
Amendment No. 2 filed on November 4, 2010
Form 10-Q for the quarterly period en ded June 30, 2010, as amended by
Amendment No. 2 filed on November 4, 2010
  File No. 333-149784

Dear Mr. Farkas:

 We have completed our review of your fili ngs and do not have any further comments at
this time.
Sincerely,   /s/ Larry Spirgel  Larry Spirgel Assistant Director

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December 16, 2010

U.S Securities & Exchange Commission

Division of Corporation Finance

Attention: Ajay Koduri

Washington, D.C. 20549

Re:  Car Charging Group, Inc.

Form 10-Q for the quarterly period ended September 30, 2010

Filed November 16, 2010 as amended by Amendment No.1 Filed on

December 14, 2010

        File No. 333-149784

Dear Mr. Koduri:

We represent Car Charging Group, Inc. (“Car Charging” or, the “Company,” “we,” “us,” or “our”).  On December 14, we filed Amendment No.1 to the Company’s Form 10-Q for the quarterly period ended September 30, 2010 with a redacted Exhibit 10.7. The Company intends to seek confidential treatment of this Exhibit 10.7 and will be filing its request with the Office of the Secretary prior to December 24, 2010.

Very truly yours,

ANSLOW & JACLIN LLP

By: /s/ Gary S. Eaton

       GARY S. Eaton

November 12, 2010

Via U.S. Mail and Facsimile to 305-521-0201
 Michael D. Farkas Chief Executive Officer
Car Charging Group, Inc.
1691 Michigan Avenue, Suite 425 Miami Beach, FL  33139
 Re: Car Charging Group, Inc.
Form 10-K for the fiscal year ended December 31, 2009, as amended by
Amendment No. 2 filed on November 4, 2010
Form 10-Q for the quarterly period en ded June 30, 2010, as amended by
Amendment No. 2 filed on November 4, 2010
  File No. 333-149784

Dear Mr. Farkas:
 We have reviewed your letter dated N ovember 4, 2010, and we have the following
comment.  Please respond to our comment within 10 business days or tell us by that time when
you will provide us with a response.  We we lcome any questions you may have about our
comment or any other aspect of our review.  Form 10-Q/A filed on November 4, 2010

 Exhibits

 1. We note your responses to comments three a nd six from our letter dated October 19,
2010 and that you will file conf idential treatment requests for your material agreements
in the next 60 days.  Please note that these agreements should be filed with your Form  10-Q for the quarter ended September 30, 2010.    You may contact Ajay Koduri, Staff Attorney, at 202-551-3310 or me at 202-551-3810
with any questions.
Sincerely,
  /s/ Larry Spirgel
Larry Spirgel Assistant Director

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November 4, 2010

Ajay Koduri

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street NE

Washington, DC 20549-3010

Re:
Car Charging Group, Inc.

Form 10-K for the fiscal year ended December 21, 2009

Filed April 15, 2010, as amended by Amendment No. 1

Filed October 12, 2010

Form 10-Q for the quarterly period ended June 30, 2010

Filed August 23, 2010, as amended by Amendment No. 1

Filed October 12, 2010

File No. 333-149784

Dear Mr. Koduri:

We represent Car Charging Group, Inc. (“Car Charging” or, the “Company,” “we,” “us,” or “our”).  By letter dated October 19, 2010 the staff (the “Staff,” “you,” or “your”) of the United States Securities & Exchange Commission (the “Commission”) provided the Company with its comments on the Company’s Form 10-K for the fiscal year ended December 31, 2009 filed April 15, 2010 as amended by amendment No.1 (the “10-K”) filed on October 12, 2010 and the Company’s Form 10-Q for the quarterly period ended June 30, 2010 originally filed on August 23, 2010 as amended by Amendment No.1 filed October 12, 2010. We are in receipt of your letter and set forth below are the Company’s responses to the Staff’s comments.  For your convenience, the questions are listed below, followed by the Company’s response.

Form 10-K/A filed on October 12, 2010

Item 1. Description of Business, page 1

1.

We note your response to comment two from our letter dated September 20, 2010.  We also note that the revised disclosure at the bottom of page 4 states no governmental regulations or approvals are necessary to conduct your business.  However, your revision is not fully responsive to the disclosure required by Item 101(h)(4)(ix) of Regulation S-K.  This item requires a discussion of the effect of existing or probable regulations on your business to the extent it is material to an understanding of your company.  In this regard, we note your response states that permitting is required for the installation of some of your charging stations and state regulation could affect the billing of your services.  Please revise your Government/Regulatory Approval section to account for permitting, state regulation of billing, and other ways in which governmental regulation affects your business.

Answer: We have added additional disclosure in response to Item 101(h)(4)(ix).

Item 1A. Risk Factors, page 4

2.

We note your responses to comments three and four from our letter dated September 20, 2010.  Expand your risk factor at the top of page 7 that is entitled “If we fail to establish and maintain an effective system of internal controls…” to address your lack of an audit committee and audit committee financial expert.  For example, we note that your code of ethics requires reporting certain violations to the audit committee.

Answer: We have revised the risk factor to include disclosure about the lack of an audit committee.

Form 10-Q/A filed on October 12, 2010

Item 2. Management’s Discussion and Analysis, page 1

3.

We note your response to comments nine and ten from our letter dated September 20, 2010.  However, please note that confidential treatment is not granted for material terms.  Refer to Staff Legal Bulletin No. 1, Section II.B.2 which can be found on the Internet at http://www.sec.gov/interps/legal/slbcflr.htm.   Therefore, please revise to discuss the material terms of your purchasing agreement with Coulomb Technologies and tell us whether you will seek confidential treatment for this agreement and by when you will file an application for confidential treatment.  Similarly, revise to disclose the three locations where you will be installing car charging devices, the material terms of these agreements, and tell us whether you will seek confidential treatment for these agreements and by when you will file such an application.

Answer: The Company has included the material terms of the purchasing agreement with Coulomb Technologies.

Liquidity and Capital Resources, page 2

4.

We note your response to comment 14 from our letter dated September 20, 2010.  Please revise to disclose specifically the costs related to being a reporting company and how you intend to pay for these costs.

Answer: The cost related to being a reporting company and how they will be paid for has been included in the amended filing.

5.

We note your response to comment 15 from our letter dated September 20, 2010.  Your response references your response to comment 12.  However, that response does not answer comment 15.  We reissue this comment.  Please revise to discuss how much additional capital you will need to operate for the next 12 months and from where you will obtain these funds.

Answer: The Company has added a discussion of its additional capital needs to operate for the next 12 months.

Exhibits

6.

We note your response to comment 16 from our letter dated September 20, 2010.  Please amend your filing to file these exhibits or tell us by when you will file a confidential treatment request for the exhibits.

Answer: The Company will be filing its confidential treatment request in the within 60 days.

The Company acknowledges that:

The company is responsible for the adequacy and accuracy of the disclosure in the filing;

Staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and

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

Very truly yours,

ANSLOW & JACLIN LLP

By: /s/ Gregg E. Jaclin_____

       GREGG E. JACLIN

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October 27, 2010

U.S Securities & Exchange Commission

Division of Corporation Finance

Attention: Ajay Koduri

Washington, D.C. 20549

   Re:

Car Charging Group, Inc.

Form 10-K for the fiscal year ended December 31, 2009

Filed April 15, 2010 as amended by Amendment No.1

Filed October 12, 2010
Form 10-Q for the quarterly period ended June 30, 2010

Filed August 23, 2010 as amended by Amendment No.1 Filed on

October 12, 2010

File No. 333-149784

Dear Mr. Koduri:

We represent Car Charging Group, Inc. (“Car Charging” or, the “Company,” “we,” “us,” or “our”).  By letter dated October 19, 2010 the staff (the “Staff,” “you,” or “your”) of the United States Securities & Exchange Commission (the “Commission”) provided the Company with its comments on the Company’s Form 10-K for the fiscal year ended December 31, 2009 (the “10-K”) originally filed on April 15, 2010 as amended by Amendment No.1 Filed October 12, 2010 and the Company’s Form 10-Q for the quarterly period ended June 30, 2010 originally filed on August 23, 2010 as amended by Amendment No.1 filed on October 12, 2010. We are in receipt of your letter and will file a response letter amended Form 10-Q and 10-K on November 5, 2010.

Very truly yours,

ANSLOW & JACLIN LLP

By: /s/ Gary S. Eaton

       GARY S. Eaton

October 19, 2010

Via U.S. Mail and Facsimile to 305-521-0201

Michael D. Farkas Chief Executive Officer
Car Charging Group, Inc.
1691 Michigan Avenue, Suite 425 Miami Beach, FL  33139
 Re: Car Charging Group, Inc.
Form 10-K for the fiscal ye ar ended Decem ber 31, 2009
  Filed April 15, 2010, as amended by Amendment No. 1
  Filed October 12, 2010   Form 10-Q for the quarterly period ended June 30, 2010
  Filed August 23, 2010, as  amended by Amendment No. 1
  Filed October 12, 2010
  File No. 333-149784

Dear Mr. Farkas:
 We have reviewed your letter dated Oc tober 11, 2010, and we have the following
comments.  Please respond to our comments within  10 business days or tell us by that time when
you will provide us with a response.  We we lcome any questions you may have about our
comments or any other as pect of our review.

Form 10-K/A filed on October 12, 2010

Item 1. Description of Business, page 1
 1. We note your response to comment two from our letter dated September 20, 2010.  We also note that the revised disclosure at the bottom of page 4 states no governmental
regulations or approvals are necessary to conduct your business.  However, your revision
is not fully responsive to the di sclosure required by Item 101(h)(4)(ix) of Regulation S-K.
This Item requires a discussion of the effect of existing or probable regulations on your business to the extent it is material to an understanding of your company.  In this regard,
we note your response states that permitting is  required for the installation of some of
your charging stations and state regulation co uld affect the billi ng of your services.
Please revise your Government/Regulatory Approval section to account for permitting, state regulation of billing, a nd other ways in which governme ntal regulation affects your
business.

Michael D. Farkas
Car Charging Group, Inc.  October 19, 2010
Page 2

Item 1A. Risk Factors, page 4
 2. We note your responses to comments three and four from our letter dated September 20,
2010.  Expand your risk factor at the top of page 7 that is en titled “If we fail to establish
and maintain an effective system of internal controls…” to address your lack of an audit
committee and audit committee financial expert.  For example, we note that your code of ethics requires reporting certain vi olations to the audit committee.

Form 10-Q/A filed on October 12, 2010

Item 2. Management’s Discussion and Analysis, page 1

3. We note your response to comments nine and 10 from our letter dated September 20,
2010.  However, please note that co nfidential treatment is not gr anted for material terms.
Refer to Staff Legal Bulletin No. 1, Section II.B.2 which can be found on the Internet at
http://www.sec.gov/interps/legal/slbcf1r.htm.  Therefore, please revise to discuss the
material terms of your purchasing agreemen t with Coulomb Technologies and tell us
whether you will seek confidential treatment for this agreement and by when you will file an application for confidential treatment.  Sim ilarly, revise to disclose the three locations
where you will be installing car charging devices,  the material terms of these agreements,
and tell us whether you will seek confiden tial treatment for these agreements and by
when you will file such an application.
 Liquidity and Capital Resources, page 2

 4. We note your response to comment 14 from our letter dated September 20, 2010.  Please revise to disclose specifically the costs related to being a reporting company and how you intend to pay for these costs.
 5. We note your response to comment 15 from our letter dated September 20, 2010.  Your response references your response to comme nt 12.  However, that response does not
answer comment 15.  We reissue this commen t.  Please revise to discuss how much
additional capital you will need to operate for the next 12 months and from where you will obtain these funds.

Exhibits

6. We note your response to comment 16 from our letter dated September 20, 2010.  Please amend your filing to file these exhibits or tell us by when you w ill file a confidential
treatment request for the exhibits.

Michael D. Farkas
Car Charging Group, Inc.  October 19, 2010 Page 3

You may contact Ajay Koduri, Staff Attorney, at 202-551-3310 or me at 202-551-3810
with any questions.
Sincerely,
      /s/ Larry Spirgel Larry Spirgel Assistant Director

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October 11, 2010

Ajay Koduri

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street NE

Washington, DC 20549-3010

 Re:

Car Charging Group, Inc.

Form 10-K for the fiscal year ended December 31, 2009

Filed April 15, 2010

Form 10-Q for the quarterly period ended June 30, 2010

Filed August 23, 2010

File No. 333-149784

Dear Mr. Koduri:

We represent Car Charging Group, Inc. (“Car Charging” or, the “Company,” “we,” “us,” or “our”).  By letter dated September 20, 2010 the staff (the “Staff,” “you,” or “your”) of the United States Securities & Exchange Commission (the “Commission”) provided the Company with its comments on the Company’s Form 10-K for the fiscal year ended December 31, 2009 (the “10-K”) originally filed on April 15, 2010 and the Company’s Form 10-Q for the quarterly period ended June 30, 2010 originally filed on August 23, 2010. We are in receipt of your letter and set forth below are the Company’s responses to the Staff’s comments.  For your convenience, the questions are listed below, followed by the Company’s response.

Form 10-K for the fiscal year ended December 31, 2009

Item 1. Description of Business, page 1

1.  We note your risk factor at the bottom of page 6 regarding your “plan to rely on a combination of copyright, trade secret, trademark laws and non-disclosure and other contractual provisions to protect your proprietary rights.”  Please supplement your disclosure to provide more information on your intellectual property.  Refer to Item 101(h)(4)(vii) of Regulation S-K.

Answer: We have removed the risk factor discussing intellectual property. At this time, we have no additional information on copyrights or other intellectual property to disclose.  We have not filed any request for trademark or copyrights to date. We continue to discuss the requirement for name protection (Car Charging) and the like with our attorneys.

2.  We note you have filed a Form 8-K on March 1, 2010 that discloses an electric vehicle charger agreement with The Plaza at Oceanside Pompano Beach and states the performance of this agreement depends on a permitting process.  We also refer to the interview between your CEO, Michael Farkas, and SmallCapVoice.com on August 24, 2010 where your CEO discussed how de-regulation of the electricity market in certain states such as California could affect your company.  Therefore, please also supplement your disclosure to discuss how government approval and regulations affect your business.  Refer to Items 101(h)(4)(viii) and (ix) of Regulation S-K.

1

Answer: Our Form 8-K filed on March 1, 2010 refers to Oceanside.  The permitting and installation of Oceanside (The Plaza at Oceanside Pompano Beach) was completed on June 21, 2010.  The EV charging unit installed there is now operational.

On August 24, 2010, our CEO was interviewed on SmallCapVoice.com. During that interview he explained that various States could enact de-regulations that would permit our company to bill for our services based upon kilowatt hours used rather than a more complex allowable fee schedule.

Such change would have a positive effect on our company because it would allow a uniform billing basis (this basis is currently permitted in several States, including California).  In addition, based upon the CEO’s inquiry and observations, China, now as the world’s largest car market, is encouraging EV and charging systems installation in support of its growing electric car manufacturing industry.

Currently, there are no government regulations or approvals needed for our business.

Current Issues and Future Management Expectations, page 19

3.  Please explain how you intend to resolve your obligations under Items 407(d)(4) and (5) of Regulation S-K.

Answer: The Company plans to form an independent audit committee and has begun a search for suitable candidates.  The Company has not found suitable candidates as of the date of this filing.

Code of Ethics, page 19

4.   Please refer to Item 406(a) of Regulation S-K and explain why you have not adopted a code of ethics.

Answer: The Company has adopted a code of ethics it is attached to the amended 10-K as exhibit 14.1.

Item 12. Security Ownership of Certain Beneficial Owners and Management, page 21

5.  Please disclose the address of beneficial owners.

Answer: The address of the beneficial owners has been added to the beneficial owners table.

2

Certain Relationships and Related Transactions, page 22

6.  We note that you have two potentially inconsistent disclosures under this heading.  Please provide the correct disclosure.

Answer: We have removed the inconsistent disclosure from this section.

Form 10-Q filed on August 23, 2010

Item 1. Financial Statements

Notes to Consolidated Financial Statements, page F-5

Note 6. Stockholders’ Deficit, page F-15

7.  According to information provided on the company’s website, the market value of the company’s shares on February 19, 2010 was $1.05.  Please revise your financial statements to record share based payments at fair value or advise us.

Answer: In note 6 of our 10Q filed 8-23-2010, we reported that 425,000 of our restricted shares were issued in exchange for $42,500.00 in services ($0.10 per share).  On the date of issuance, February 19, 2010, the price of our publicly traded shares was $1.05

Accordingly, the following were reconsidered in connection with your comments:

1)           The publicly traded share-price was established based upon a trading volume of 500 shares. In fact, our shares historically were thinly traded, typically ranging in volume from zero to a few thousand shares (see the GOOGLE HISTORY CHART attached), at  prices of $.59 to $1.07.

2)           The Company raised approximately $1,000,0000 in capital during December, 2009, by selling restricted shares at $0.30 per share.

In view of the foregoing, we have amended our June 30, 2010 10Q to use a value of $0.30 per share, which is the value used to sell shares to sophisticated investors in December, 2009.  We feel that this is more representative of the fair value of the common stock on the date of issuance.

In note 6 of our 10Q filed 8-23-2010, we also reported that 4,600,000 shares were issued to founders at par ($0.001 per share). This obligation arose from oral agreements between the recipients and other founders during and prior to incorporation in October, 2009.  (We became a public entity via REVERSE MERGER, during December, 2009.)  The promised shares were formerly issued on February 19, 2010.

Before formation, the recipients were asked to provide their expertise about formation of new ventures, related industry knowledge and general business research in exchange for these promised shares.  No specific value was anticipated at the time the agreement was reached but the method that was used to establish the quantity of shares was agreed upon.

3

Item 2. Management’s Discussion and Analysis, page 1

8.  In his interview with SmallCapVoice.com on August 14, 2010, Michael Farkas discussed how China’s push to develop electric vehicles and the impending release of electric vehicles in the 2011 and 2012 model year could impact your industry and company.  Please discuss these and any other important, trends.

Answer: Our CEO has observed that China, now as the world’s largest auto market, is encouraging the development of an EV charging systems to support its electric vehicles.  In turn, this will encourage manufacturers worldwide to build electric vehicles and should have a positive impact on our markets by increasing the demand for our services.

9.  We note that your charging stations are supplied by Coulomb Technologies.  Please discuss the material terms of your agreement with this company and file this agreement as an exhibit.

Answer: We have noted that our main source of EV charging units, at this time, is Coulomb Technologies (Coulomb). The terms of our purchasing agreement with Coulomb are considered proprietary we are currently considering submitting a confidential treatment request under separate cover.

10.  We note you have entered into agreements to install charging devices at three locations.  For instance, we note you have entered into an agreement with Airport Parking, LLC d/b/a Park Bark and Fly.  Please disclose the locations and discuss the material elements of these agreements and file these agreements as exhibits.

Answer: The terms of our purchasing agreement with Airport Parking, LLC d/b/a Park Bark and Fly are considered proprietary we are currently considering submitting a confidential treatment request under separate cover.

11.  We note you have initiated the development of distribution capabilities in Europe. Please elaborate on your initiatives and describe their status.

Answer: We have formed a European subsidiary and are searching for an office location.  We have also held discussions with a European sales organization to discuss distribution and possible merger or investment opportunities; however, we have reached no definitive agreements.

Liquidity and Capital Resources, page 2

12.  We note your auditor doubts your ability to continue as a going concern.  Please discuss these doubts, and the effect that it may have on your ability to raise much needed capital.

Answer: We have revised our Liquidity and Capital Resources section to include our auditor notes that we use cash at the rate of $60,000 to $100,000 per month.  This suggests that our cash on hand of $35,000 at June 30, 2010, would be inadequate to allow continuing operations.

Accordingly, we added a significant event note (7) to indicate that we were in process of raising additional capital.  During July and August 2010, the Company raised $1,213,500.

4

13.  Please state that you have no external credit facilities from an unrelated party.

Answer: We have added the requested disclosure to our amended Form 10-Q

14.  Please state the costs of being a public reporting company and how you intend to pay for these costs.

Answer: Costs related to being a public reporting company are incorporated in our anticipated monthly costs referred to in question 12 above and will be paid by funds raised by the Company as noted in question 12 above..

15.  You believe that “additional funding will be necessary…to continue as a going concern” and “additional capital or debt must be incurred to develop the Company’s business.”  Please disclose how much you will need to operate for the next twelve months and from where you will obtain these funds.

Answer: As indicated in question 12 above, we have already raised funds required to maintain operations for approximately 12 months.  Regardless, we must also raise funds or receive a credit facility to finance the purchase and installation of the electric vehicle (EV) charging stations that we have and are in process of contracting.  To date we have held discussions with various entities that are capable and interested in establishing such facility on a debt and equity basis.  Such negotiations are confidential and have not been finalized.

Exhibits

16.  As discussed in the comments above, we note you have filed Form 8-Ks regarding material agreements such as the Form 8-Ks filed on April 30, 2010 and July 2, 2010.  Also, Note 9 to your Form 10-K filed on April 15, 2010 discloses an office lease, a consulting agreement, and public relations agreements.  However, you have not filed these agreements.  Please file all of your material agreements with your next quarterly report.

Answer: We are currently considering submitting confidential treatment for the requested exhibits upon final determination we will file the exhibits.

The Company acknowledges that:

The company is responsible for the adequacy and accuracy of the disclosure in the filing;

Staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and

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

Very truly yours,

ANSLOW & JACLIN LLP

By: /s/ Gregg E. Jaclin

       GREGG E. JACLIN

5

CORRESP
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    seccorr100410_carcharge.htm

October 4, 2010

U.S Securities & Exchange Commission

Division of Corporation Finance

Attention: Ajay Koduri

Washington, D.C. 20549

Re:
Car Charging Group, Inc.

Form 10-K for the fiscal year ended December 31, 2009

Filed April 15, 2010

Form 10-Q for the quarterly period ended June 30, 2010

Filed August 23, 2010

File No. 333-149784

Dear Mr. Koduri:

We represent Car Charging Group, Inc. (“Car Charging” or, the “Company,” “we,” “us,” or “our”).  By letter dated September 20, 2010 the staff (the “Staff,” “you,” or “your”) of the United States Securities & Exchange Commission (the “Commission”) provided the Company with its comments on the Company’s Form 10-K for the fiscal year ended December 31, 2009 (the “10-K”) originally filed on April 15, 2010 and the Company’s Form 10-Q for the quarterly period ended June 30, 2010 originally filed on August 23, 2010. We are in receipt of your letter and will file a response letter amended Form 10-Q and 10-K on October 12, 2010.

Very truly yours,

ANSLOW & JACLIN LLP

By: /s/ Gary S. Eaton_____

       GARY S. EATON

September 20, 2010

Via U.S. Mail and Facsimile to 305-521-0201

Michael D. Farkas Chief Executive Officer Car Charging Group, Inc. 1691 Michigan Avenue, Suite 425 Miami Beach, FL  33139
 Re: Car Charging Group, Inc.
Form 10-K for the fiscal ye ar ended Decem ber 31, 2009
  Filed April 15, 2010
  Form 10-Q for the quarterly period ended June 30, 2010
  Filed August 23, 2010
  File No. 333-149784

Dear Mr. Farkas:
 We have reviewed your filings and have the following comments.  Except where
indicated, please confirm that you will comply with our comments in future filings.
 Please respond to this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response.  If you do not believe our comments apply to your facts and circum stances, please tell us w hy in your response.

After reviewing the information you provide in response to these comments, we may
have additional comments.

Form 10-K for the fiscal year ended December 31, 2009

Item 1. Description of Business, page 1

1. We note your risk factor at the bottom of page 6 regarding your “plan to rely on a
combination of copyright, trade secret, trademark laws and non-disclosure and other contractual provisions to pr otect your proprietary right s.”  Please supplement your
disclosure to provide more information on your intellectual property.  Refer to Item
101(h)(4)(vii) of Regulation S-K.
 2. We note you have filed a Form 8-K on March 1, 2010 that discloses an electric vehicle
charger agreement with The Plaza at O ceanside Pompano Beach and states the
performance of this agreement depends on a permitting process.  We also refer to the interview between your CEO, Michael Fark as, and SmallCapVoice.com on August 24,

Michael D. Farkas
Car Charging Group, Inc.  September 20, 2010
Page 2

2010 where your CEO discussed how de-regulation  of the electricity market in certain
states such as California coul d affect your company.  Therefore, please also supplement
your disclosure to discuss how government appr oval and regulations affect your business.
Refer to Items 101(h)(4)(viii) and (ix) of Regulation S-K.
  Current Issues and Future Management Expectations, page 19

 3. Please explain how you intend to resolve your obligations under Item s 407(d)(4) and (5)
of Regulation S-K.
 Code of Ethics, page 19

 4. Please refer to Item 406(a) of Regulation S-K and explain why you have not adopted a
code of ethics.
 Item 12. Security Ownership of Certain Beneficial Owners and Management, page 21

 5. Please disclose the address of the beneficial owners.
 Certain Relationships and Re lated Transactions, page 22

6. We note that you have two potentially inconsiste nt disclosures under th is heading.  Please
provide the correct disclosure.

Form 10-Q filed on August 23, 2010
 Item 1. Financial Statements

 Notes to Consolidated Financial Statments, page F-5

Note 6. Stockholders’ Deficit, page F-15

7. According to information provided on the company’s website, the market value of the company’s shares on February 19, 2010 was $1.05.  Please revise your financial statements to record share based paymen ts at fair value or advise us.

Item 2. Management’s Discussion and Analysis, page 1

8. In his interview with SmallCapVoice.com on August 24, 2010, Michae l Farkas discussed
how China’s push to develop electric vehicl es and the impending release of electric
vehicles in the 2011 and 2012 model year could impact your industry and company.
Please discuss these, and a ny other important, trends.

Michael D. Farkas
Car Charging Group, Inc.  September 20, 2010
Page 3

9. We note that your charging stations are supplied by Coulomb Technologies.  Please
discuss the material terms of your agreement with this company and file this agreement
as an exhibit.
 10. We note you have entered into agreements to install charging devices at three locations.
For instance, we note you have entered into  an agreement with Airport Parking, LLC
d/b/a Park Bark and Fly.  Please disclose the locations and discuss the material elements
of these agreements and file these agreements as exhibits.

11. We note you have initiated the development of di stribution capabilities in Europe.  Please
elaborate on your initiatives and describe their status.
 Liquidity and Capital Resources, page 2

12. We note your auditor doubts your ability to co ntinue as a going concern.  Please discuss
these doubts, and the effect that it may have on your ability to raise much needed capital.
 13. Please state that you have no external cred it facilities from an unrelated party.
 14. Please state the costs of being a public repo rting company and how you intend to pay for
these costs.

15. You believe that “additional funding will be ne cessary … to continue as a going concern”
and “additional capital or debt must be incu rred to develop the Company’s business.”
Please disclose how much you will need to opera te for the next twelve months and from
where you will obtain these funds.

Exhibits

 16. As discussed in the comments above, we note you have filed Form 8-Ks regarding material agreements such as the Form 8-Ks filed on April 30, 2010 and July 2, 2010.  Also, Note 9 to your Form 10-K filed on April 15, 2010 discloses an office lease, a consulting agreement, and public relations ag reements.  However you have not filed these
agreements.  Please file all of your material agreements with your next quarterly report.
 We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comments, please provi de a written statement from the company
acknowledging that:
• The company is responsible for the adequacy and accuracy of the disclo sure in the filing;

Michael D. Farkas
Car Charging Group, Inc.  September 20, 2010 Page 4

• Staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

• The company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

You may contact Kenya Gumbs,  Staff Accountant, at 202-551-3373 or Bob Littlepage,
Accountant Branch Chief, at 202-551-3361 if you have questions regarding comments on the
financial statements and related matters.  You may contact Ajay Koduri, Staff Attorney, at 202-
551-3310 or me at 202-551-3810 wi th any other questions.

Sincerely,
     /s/ Larry Spirgel
Larry Spirgel Assistant Director