SecProbe.io

CORRESP
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 Boxlight Corporation

 2750 Premiere Parkway, Suite 900

 Duluth, Georgia 30097

 April 23, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, NE

 Washington, DC 20549

 Re:

 Boxlight Corporation

 Registration Statement on Form S-3

 Request for Acceleration of Effectiveness

 File No. 333-286421

 Ladies and Gentlemen:

 Pursuant to Rule 461 of Regulation
C, Boxlight Corporation (the "Company") hereby requests that the effectiveness of the above-referenced Registration Statement
on Form S-3, be accelerated to Thursday, April 24, 2025, at 4:00 p.m., Eastern time, or as soon thereafter as practicable. In making this
acceleration request, the Company acknowledges that it is aware of its responsibilities under the Securities Act of 1933.

 The Company requests that
we be notified of such effectiveness by a telephone call to David M. Eaton of Kilpatrick Townsend & Stockton LLP at (404) 786-5540
and that such effectiveness also be confirmed in writing.

 Very truly yours,

 /s/ Gregory S. Wiggins

 Gregory S. Wiggins

 Chief Financial Officer

 cc:
 David M. Eaton, Kilpatrick Townsend & Stockton LLP

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 10, 2025

Dale W. Strang
Chief Executive Officer
Boxlight Corp
2750 Premiere Parkway, Suite 900
Duluth, Georgia 30097

 Re: Boxlight Corp
 Registration Statement on Form S-3
 Filed April 7, 2025
 File No. 333-286421
Dear Dale W. Strang:

 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 Rebekah Reed at 202-551-5332 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: David Eaton
</TEXT>
</DOCUMENT>

CORRESP
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Boxlight Corporation

2750 Premiere
Parkway, Suite 900

Duluth, Georgia
30097

February 4, 2025

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, NE

Washington, DC 20549

    Re:

    Boxlight Corporation

    Registration Statement on Form S-3

    Request for Acceleration of Effectiveness

    File No. 333-284493

Ladies and Gentlemen:

Pursuant to Rule
461 of Regulation C, Boxlight Corporation (the “Company”) hereby requests that the effectiveness of the above-referenced
Registration Statement on Form S-3, be accelerated to Wednesday, February 5, 2025, at 4:00 p.m., Eastern time, or as soon thereafter
as practicable. In making this acceleration request, the Company acknowledges that it is aware of its responsibilities under the Securities
Act of 1933.

The Company requests
that we be notified of such effectiveness by a telephone call to David M. Eaton of Kilpatrick Townsend & Stockton LLP at (404) 786-5540
and that such effectiveness also be confirmed in writing.

    Very truly yours,

    /s/ Gregory S. Wiggins

    Gregory S. Wiggins

    Chief Financial Officer

    cc:
    David M. Eaton, Kilpatrick Townsend & Stockton LLP

January 31, 2025
Dale W. Strang
Chief Executive Officer
Boxlight Corp
2750 Premiere Parkway, Suite 900
Duluth, Georgia 30097
Re:Boxlight Corp
Registration Statement on Form S-3
Filed January 24, 2025
File No. 333-284493
Dear Dale W. Strang:
            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 Kate Beukenkamp at 202-551-3861 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:David M. Eaton

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BOXLIGHT CORPORATION

1045 PROGRESS CIRCLE

LAWRENCEVILLE, GA 30043

May 12, 2022

Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, D.C. 20549

    Re:
    Boxlight Corporation

    Registration Statement on Form S-3

    File No. 333-264809

Ladies and Gentlemen:

Pursuant
to Rule 461 promulgated under the Securities Act of 1933, as amended, Boxlight Corporation (the “Registrant”) hereby requests
acceleration of the effective date of its Registration Statement on Form S-3 (File No. 333-264809) (the “Registration Statement”)
so that it may become effective at 4:00 p.m. Eastern Daylight Time on May 12, 2022, or as soon thereafter as reasonably practical.

The
Registrant hereby acknowledges that:

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

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

(iii) the
Registrant may not assert comments of the Commission or the staff and the declaration of effectiveness of the Registration Statement as
a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

    Very truly yours,

    BOXLIGHT CORPORATION

    By:
    /s/ Michael R. Pope

    Name:
     Michael R. Pope

    Title:
     Chief Executive Officer

United States securities and exchange commission logo
May 12, 2022
Michael Pope
Chief Executive Officer
Boxlight Corporation
2750 Premiere Parkway, Suite 900
Duluth, Georgia 30097
Re:Boxlight Corporation
Registration Statement on Form S-3
Filed May 10, 2022
File No. 333-264809
Dear Mr. Pope:
            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 Nicholas Lamparski at 202-551-4695 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Megan J. Penick

United States securities and exchange commission logo
July 24, 2020
Michael Pope
Chief Executive Officer
Boxlight Corp
1045 Progress Circle
Lawrenceville, Georgia 30043
Re:Boxlight Corp
Registration Statement on Form S-3
Filed July 17, 2020
File No. 333-239939
Dear Mr. Pope:
            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 Scott Anderegg at 202-551-3342 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services

CORRESP
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BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

July
24, 2020

Securities
and Exchange Commission

450
Fifth Street, N.W.

Washington,
D.C. 20549

    Re:
    Boxlight
    Corporation

    Registration
    Statement on Form S-3

    File
    No. 333-239939

Ladies
and Gentlemen:

Pursuant
to Rule 461 promulgated under the Securities Act of 1933, as amended, Boxlight Corporation (the “Registrant”) hereby
requests acceleration of the effective date of its Registration Statement on Form S-3 (File No. 333-239939) (the “Registration
Statement”) so that it may become effective at 4:00 p.m. Eastern Daylight Time on July 28, 2020.

The
Registrant hereby authorizes Megan J. Penick, of Michelman & Robinson, LLP, to orally modify or withdraw this request for
acceleration.

The
Registrant hereby acknowledges that:

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

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

(iii) the
Registrant may not assert comments of the Commission or the staff and the declaration of effectiveness of the Registration Statement
as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

    Very
    truly yours,

    BOXLIGHT
    CORPORATION

    By:
    /s/
    Michael R. Pope

    Name:
    Michael
    R. Pope

    Title:
    Chief
    Executive Officer

CORRESP
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June
5, 2020

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

Office
of Trade and Services

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Boxlight
    Corporation

    Registration
    Statement on Form S-1,

    File
    No. 333-238634

    Acceleration Request

    Requested Date:
    June
    8, 2020

    Requested
    Time:
    5:00
    p.m. Eastern Time (US)

Ladies
and Gentlemen:

In
connection with the above-referenced Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended
(the “Act”), we, as representative of the several underwriters, hereby join in the request of Boxlight Corporation
that the effective date of the Registration Statement be accelerated so that it will be declared effective at 5:00 p.m.,
Eastern Time (US), on June 8, 2020, or at such later time as the Company or its outside counsel, Pryor Cashman LLP, may request
via a telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission.

Pursuant
to Rule 460 under the Act, we wish to advise you that the underwriters have distributed as many copies of the Preliminary Prospectus
dated June 5, 2020 to underwriters, dealers, institutions and others as appears to be reasonable to secure adequate distribution
of the preliminary prospectus.

The
undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating
underwriters that they have complied and will comply, with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

    Very
    truly yours,

    MAXIM
    GROUP LLC

    By:
    /s/
    Clifford A. Teller

    Name:
    Clifford
    A. Teller

    Title:
    Executive
    Managing Director,

    Head
    of Investment Banking

CORRESP
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BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

June
5, 2020

Securities
and Exchange Commission

450
Fifth Street, N.W.

Washington,
D.C. 20549

    Re:
    Boxlight Corporation

    Registration Statement on Form S-1

    File No. 333-238634

Ladies
and Gentlemen:

Please
withdraw the previous acceleration request filed on behalf of Boxlight Corporation (the “Registrant”) on June 4, 2020
in relation to the Registration Statement on Form S-1 (File No. 333-238634), as amended (the “Registration Statement”).

Pursuant
to Rule 461 promulgated under the Securities Act of 1933, as amended, the Registrant hereby requests acceleration of the effective
date of its Registration Statement so that it may become effective at 5:00 p.m. Eastern Daylight Time on June 8, 2020,
or as soon as practicable thereafter. By separate letter, the representatives of the underwriters of the issuance of the securities
being registered join this request for acceleration.

The
Registrant hereby authorizes Megan J. Penick, of Michelman & Robinson, LLP, to orally modify or withdraw this request for
acceleration.

The
Registrant hereby acknowledges that:

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

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

(iii) the
Registrant may not assert comments of the Commission or the staff and the declaration of effectiveness of the Registration Statement
as a defense in any proceeding initiated by the Commission or
any person under the federal securities laws of the United States.

    Very
    truly yours,

    BOXLIGHT
    CORPORATION

    By:
    /s/
    Michael R. Pope

    Name:
    Michael
    R. Pope

    Title:
    Chief
    Executive Officer

CORRESP
1
filename1.htm

June
4, 2020

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

Office
of Trade and Services

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    Boxlight
    Corporation

    Registration
    Statement on Form S-1,

    File
    No. 333-23864

    Acceleration
    Request

    Requested
    Date:
    June
    5, 2020

    Requested
    Time:
    9:00
    a.m. Eastern Time (US)

Ladies
and Gentlemen:

In
connection with the above-referenced Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended
(the “Act”), we, as representative of the several underwriters, hereby join in the request of Boxlight Corporation
that the effective date of the Registration Statement be accelerated so that it will be declared effective at 9:00 a.m., Eastern
Time (US), on June 5, 2020, or at such later time as the Company or its outside counsel, Pryor Cashman LLP, may request via a
telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission.

Pursuant
to Rule 460 under the Act, we wish to advise you that the underwriters have distributed as many copies of the Preliminary Prospectus
dated June 3, 2020 to underwriters, dealers, institutions and others as appears to be reasonable to secure adequate distribution
of the preliminary prospectus.

The
undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating
underwriters that they have complied and will comply, with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

    Very truly yours,

    MAXIM GROUP LLC

    By:
    /s/ Clifford A. Teller

    Name:
    Clifford A. Teller

    Title:
    Executive Managing Director, Head of Investment
    Banking

CORRESP
1
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BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

June
4, 2020

Securities
and Exchange Commission

450
Fifth Street, N.W.

Washington,
D.C. 20549

    Re:
    Boxlight Corporation

    Registration Statement on Form S-1

    File No. 333-238634

Ladies
and Gentlemen:

Pursuant
to Rule 461 promulgated under the Securities Act of 1933, as amended, Boxlight Corporation (the “Registrant”)
hereby requests acceleration of the effective date of its Registration Statement on Form S-1 (File No. 333-238634),
as amended (the “Registration Statement”), so that it may become effective at 9:00 a.m. Eastern Daylight Time
on June 6, 2020, or as soon as practicable thereafter. By separate letter, the representatives of the underwriters of the
issuance of the securities being registered join this request for acceleration.

The
Registrant hereby authorizes Megan J. Penick, of Michelman & Robinson, LLP, to orally modify or withdraw this request for
acceleration.

The
Registrant hereby acknowledges that:

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

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

(iii) the
Registrant may not assert comments of the Commission or the staff and the declaration of effectiveness of the Registration Statement
as a defense in any proceeding initiated by the Commission
or any person under the federal securities laws of the United States.

    Very
    truly yours,

    BOXLIGHT
    CORPORATION

    By:
    /s/
    Michael R. Pope

    Name:
    Michael
    R. Pope

    Title:
    Chief
    Executive Officer

United States securities and exchange commission logo
June 1, 2020
Michael Pope
Chief Executive Officer
Boxlight Corp.
1045 Progress Circle
Lawrenceville, Georgia 30043
Re:Boxlight Corp.
Registration Statement on Form S-1
Filed May 22, 2020
File No. 333-238634
Dear Mr. Pope:
            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 Daniel Morris at (202) 551-3314 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Megan Penick , Esq.

CORRESP
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BOXLIGHT
CORPORATION

1045 PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

July
10, 2017

    Re:
    Boxlight Corporation

    Post-Effective Amendment
    No. 2 to Form S-1

    Filed June 30, 2017

    File No. 333-204811

Dear
Mr. Mancuso:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated July 10, 2017 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (the
“Company”) regarding Post-Effective Amendment No.2 to the Registration Statement on Form S-1 (the “Registration
Statement”), filed by the Company on June 30, 2017.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter). Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and Post-Effect Amendment No.3 to the
Registration Statement on Form S-1 (the “Amended Registration Statement”).

Registration
Statement

1. Reconcile
                                         your response to prior comment 2 with exhibit 4.9.

RESPONSE:
Exhibit 4.9 has been revised to remove Skyview from the Form of Agency Placement Agreement.

Risk
Factors, page 11

2. In
                                         an appropriate risk factor, disclose the aggregate amount of all of your obligations
                                         that are in default, including the AHA note mentioned on page 42 and any other obligations.
                                         Also revise your disclosure on page 6 accordingly.

RESPONSE:
A risk factor was added to disclose the aggregate amount of all of our obligations that are in default and our disclosure on
page 6 was revised, as well.

Use
of proceeds, page 25

3. Revise
                                         so that the aggregate use of proceeds disclosed in the “75%” and “Maximum”
                                         columns does not exceed the disclosed net proceeds in those columns.

RESPONSE:
We have revised the use of proceeds in the “75%” and “Maximum” columns so that the use of proceeds does
not exceed the disclosed net proceeds.

Mark
Elliott

Boxlight Corporation

July 12, 2017

Page
2

Rule
144, page 65

4. We
                                         note your response to prior comment 3 and that you have not filed a Form 10-K for your
                                         last completed fiscal year. Revise your disclosure regarding permitted resales to explain
                                         the effect of Rule 144(c)(1).

RESPONSE:

As requested, we have
revised the disclosure regarding permitted resales under Rule 144 and the effect of Rule 144(c)(1) on resales by stockholders
that have restricted securities. We have added that since our Form 10-K for the fiscal year end December 31, 2016 has not yet
been filed that we do not currently meet the current public information requirement set forth in Rule 144(c)(1) and that until
such time as we file that report, stockholder would not be entitled to sell their shares under Rule 144.

Undertakings,
page 81

5. We
                                         note your response to prior comment 6. Please provide the undertakings required by Item
                                         512(a)(1) of Regulation S-K.

RESPONSE:

The
required undertakings under item 512(a)(1) have been included.

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (404) 891-1122.
In addition, please contact Tahra T. Wright of Loeb & Loeb LLP at (212) 407-4122 if you have any questions or require additional
information.

    Sincerely,

    Boxlight Corporation

    By:
    /s/ Mark
    Elliott

    Name:

    Mark Elliott

    Title:
    Chief Executive Officer

      2

Mail Stop 3030
July 10, 2017

Via E -mail
Mark Elliott
Chief Executive Officer
Boxlight Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation
 Post-Effective Amendment to Form  S-1
Filed  June 30, 2017
 File No.  333-204811

Dear Mr. Elliott:

We have limited our review of  your post-effective amendment  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.   Unless we note
otherwise, our references to prior comments are to comments in our June 7, 2017 letter .

Registration Statement

1. Reconcile  your response to prior comment 2 with exhibit 4.9.

Risk Factors, page 11

2. In an appropriate risk factor, disclose the aggregate amount of all of your obligations that
are in default, including the AHA note mentioned on page 42 and any other obligations.
Also revise your disclosure on page 6 accordingly.

Mark Elliott
Boxlight Corporation
July 10 , 2017
Page 2

 Use of Proceeds , page 25

3. Revise so that the aggregate use of proceeds disclosed in the “75%” and “Maximum”
columns  does not exceed the disclosed net proceeds in those columns.

Rule 144, page 6 5

4. We note your  response to prior comment 3 and that you have not filed a Form 10 -K for
your last completed fiscal year .  Revise your disclosure  regarding permitted resales to
explain the effect of  Rule 144(c)(1).

Undertakings, page 81

5. We note your response to prior comment 6.  Please provide the undert akings required by
Item 512(a)(1) of Regulation S -K.

Please contact Heather Percival  at (202) 551 -3498 or me at (202) 551 -3617  with any
questions.

Sincerely,

 /s/ Russell Mancuso

Russell Mancuso
Branch Chief
Office of Electronics and Machinery

cc: Tahra T. Wright
 Loeb & Loeb LLP

CORRESP
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BOXLIGHT
CORPORATION

1045 PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

June
30, 2017

 Re: Boxlight
                                         Corporation

                                         Post-Effective Amendment No. 1 to Form S-1

                                         Filed May 12, 2017

                                         File No. 333-204811

Dear
Mr. Mancuso:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated June 7, 2017 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (the “Company”)
regarding Post-Effective Amendment No.1 to the Registration Statement on Form S-1 (the “Registration Statement”),
filed by the Company on May 12, 2017.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter). Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and Post-Effect Amendment No.2 to the
Registration Statement on Form S-1 (the “Amended Registration Statement”).

Registration
Statement

    1.
    We
    note your references in your explanatory note and on pages 10, 26, 67 and 73 to Skyview Capital LLC as “a selling stockholder.”
    You may not post-effectively amend your registration statement to include the resale of securities by a selling stockholder.
    Please revise your registration statement accordingly.

    RESPONSE:
    The Amended Registration Statement has been revised to remove the selling stockholder.

    2.
    Your
    disclosure indicates that Skyview will be selling your securities for proceeds to satisfy your obligations to Skyview. You
    say that you will provide Skyview additional cash or arrange for the purchase of unsold securities if the proceeds do not
    achieve specified levels. You also disclose that you can designate any third party to purchase shares from Skyview at any
    time. Therefore, it appears that you and Skyview are engaged in a distribution of your securities. Provide us your analysis
    of how the distribution will be registered consistent with Securities Act Section 5 or is exempt from registration.

RESPONSE:
The Amended Registration Statement has been revised to remove the selling stockholder.

Mark
Elliott

Boxlight Corporation

June 30, 2017

Page
2

Prospectus
Cover Page

    3.
    Exchange
    Act Section 15(d) provides that the duty to file under that subsection is automatically suspended when you have a class of
    securities registered pursuant to Exchange Act Section 12. Given your Form 8-A filed on September 22, 2015 to register securities
    under Section 12(b), tell us why you disclose here that you are a reporting company under Exchange Act Section 15(d).

    RESPONSE:
    We have revised the prospectus cover page to reflect that the Company is a reporting company under Section 12(b) of the Exchange
    Act. We do note, however, that the Company’s common stock is not currently listed on a national securities exchange.

Investors
cannot withdraw funds once invested..., page 21

    4.
    We
    note your added disclosure that you will place the proceeds from this offering in an escrow account and that the proceeds
    will not be released to you until the conditions you disclose on your prospectus cover page are met. Please revise your risk
    factor as appropriate to reflect this disclosure.

    RESPONSE:
    We have deleted this risk factor as it is no longer accurate.

Determination
of Offering Price, page 66

    5.
    The
    offering price must be fixed for the duration of the offering. Revise the second sentence of this section accordingly.

    RESPONSE:
    As per the Staff’s comment, we have deleted the second sentence of this section.

Undertakings,
page 84

    6.
    Provide
    the undertakings that Regulation S-K Item 512(a) requires.

    RESPONSE:
    As per the Staff’s comment, we have included all undertakings required under Item 512(a) of Regulation S-K.

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (404) 891-1122.
In addition, please contact Tahra T. Wright of Loeb & Loeb LLP at (212) 407-4122 if you have any questions or require additional
information.

    Sincerely,

    Boxlight Corporation

    By:
    /s/
    Mark Elliott

    Name:
    Mark
    Elliott

    Title:
    Chief
    Executive Officer

      2

Mail Stop 3030
June 7, 2017

Via E -mail
Mark Elliott
Chief Executive Officer
Boxl ight Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxl ight Corporation
 Post-Effective Amendment No. 1 to Form  S-1
Filed  May 12, 2017
 File No.  333-204811

Dear Mr. Elliott:

We have limited our review of your post -effective amendment  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
circumstanc es 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.

Regist ration Statement

1. We note your references  in your explanatory note and on pages 10, 26, 67 and 73 to
Skyview Capital LLC as  “a selling stockholder.”  You may not post -effectively amend
your registration statement to include the resale of securities by a selling stockholder.
Please revise your registration statement accordingly.

2. Your disclosure indicates that Skyview will be selling your securities for p roceeds to
satisfy your obligations to Skyview.  You say that you will provide Skyview additional
cash or arrange for the purchase of unsold securities if the proceeds do not achieve
specified levels.  You also disclose that you can designate any third par ty to purchase
shares from Skyview at any time.  Therefore, it appears that you and Skyview are
engaged in a distribution of your securities.  Provide us your analysis of how the

Mark Elliott
Boxlight Corporation
June 7, 2017
Page 2

 distribution will be registered consistent with Securities Act Section 5 or i s exempt from
registration.

Prospectus Cover Page

3. Exchange Act Section 15(d) provides that the duty to file under that subsection is
automatically suspended when you have a class of securities registered pursuant to
Exchange Act Section 12.  Given your  Form 8 -A filed on September 22, 2015 to register
securities under Section 12(b), tell us why you disclose here that you are a reporting
company under Exchange Act Section 15(d).

Investors cannot withdraw funds once invested…, page 21

4. We note your added disclosure that you will place the proceeds from this offering in an
escrow account and that the proceeds will not be released to you until the conditions you
disclose on your prospectus cover page are met.  Please revise your risk facto r as
appropriate to reflect this disclosure.

Determination of Offering Price, page 66

5. The offering price must be fixed for the duration of the offering.  Revise the second
sentence of this section accordingly.

Undertakings, page 84

6. Provide the undertakings  that Regulation S -K Item 512(a) requires.

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 Heather Percival  at (202) 551 -3498 or me at (202) 551 -3617  with any
questions.

Sincerely,

 /s/ Russell Mancuso

Russell Mancuso
Branch Chief
Office of Electronics and Machinery

cc: Tahra T. Wright
 Loeb & Loeb LLP

CORRESP
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BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

January
25, 2017

Securities
and Exchange Commission

450 Fifth Street, N.W.

Washington, D.C. 20549

    Re:
    Boxlight
    Corporation

    Registration
    Statement on Form S-1

    File
    No. 333-204811

Ladies
and Gentlemen:

Boxlight
Corporation (the “Company”) hereby requests that the effective date of the above-captioned Registration Statement
be accelerated to Eastern Standard Time 5:00 p.m. on Friday, January 27, 2017, or as soon thereafter as practicable.

    Very truly yours,

    BOXLIGHT
    CORPORATION

    By:

    /s/
    James Mark Elliott

    Name:

    James
Mark Elliott

    Title:
    Chief
Executive Officer

CORRESP
1
filename1.htm

BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

January
25, 2017

Ms.
Amanda Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation

    Amendment
    No. 20 to Registration Statement on Form S-1

    Filed
    January 12, 2016

    File
    No. 333-204811

Dear
Ms. Ravitz:

This
letter responds to the oral comment of the staff of the United States Securities and Exchange Commission (the “Staff”),
on January 23, 2017, to Michael Pope, President of Boxlight Corporation (f/k/a Logical Choice Corporation) (the “Company”)
regarding Amendment 20 to the Registration Statement on Form S-1, filed by the Company on January 12, 2017.

This
letter sets forth the oral comment of the Staff on January 23, 2017.

Immediately
following the comment is the Company’s response to that comment, including, where applicable, a cross-reference to the location
of the changes made. The Company is concurrently submitting via EDGAR this letter and Amendment No. 21 to the Registration Statement
on Form S-1.

Executive
Compensation, page 61

    1.
    We
    note that you have not updated the executive compensation for 2016.

Response:
We have updated the executive compensation for 2016.

    Sincerely,

    /s/
    Mark Elliott

    Mark
    Elliott

    Chief
    Executive Officer

    Boxlight
    Corporation

CORRESP
1
filename1.htm

BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

January 12, 2017

Ms.
Amanda Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation

    Amendment
    No. 19 to Registration Statement on Form S-1

    Filed
    December 15, 2016

    File
    No. 333-204811

Dear
Ms. Ravitz:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated January 5, 2017 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (f/k/a
Logical Choice Corporation) (the “Company”) regarding Amendment 19 to the Registration Statement on Form S-1, filed
by the Company on December 15, 2016.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter).

Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and Amendment No. 20 to the Registration
Statement on Form S-1.

Index
to Financial Statements, page 75

    1.
    We
    note that you removed Boxlight Group’s interim financial statements from this filing. To comply with Item 8-04 of Regulation
    S-X, please revise the filing to include Boxlight Group’s interim financial statements as of and for the six months
    ended June 30, 2016.

Response: We have added Boxlight Group’s interim financial
statements as of and for the six months ended June 30, 2016 to our filing.

Report
of Independent Registered Public Accounting Firm, page F-55

    2.
    We
    note on page 1 that you completed a .948207171 stock split on December 13, 2016. Please explain to us why your independent
    auditor did not dual-date and reference the stock split in its opinion in consideration of PCAOB AU 530.05. In this regard,
    please tell us why you have not disclosed this subsequent event within Note 10 on page F-67 or Note 15 on page F-70.

Response: Our independent auditor has revised their opinion
to dual date and reference the stock split. We have revised our financial statements to properly disclose this subsequent event
within Note 10.

    Sincerely,

    /s/
    Mark Elliott

    Mark
    Elliott

    Chief
    Executive Officer

    Boxlight
    Corporation

Mail Stop 3030
January 5, 2017

Mark Elliott
Chief Executive Officer
Boxlight Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation
Amendment No. 19 to Registration Statement on Form S -1
Filed December 15, 201 6
  File No. 333 -204811

Dear Mr. Elliott :

We have reviewed your amended registration statement  and have the following
comments .  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.   Unless  we note
otherwise , our references to prior comments are to comments in our November 22, 2016  letter .

Index to Financial Statements, page 75

1. We note that you removed Boxlight Group’s int erim financial statements from this filing.
To comply with Item 8 -04 of Regulation S -X, please revise the filing to include Boxlight
Group’s interim financial statements as of and for the six months ended June 30, 2016.

Report of Independent Registered Pu blic Accounting Firm, page F -55

2. We note on page 1 that you completed a .948207171 stock split on December 13, 2016.
Please explain to us why your independent auditor did not dual -date and reference the
stock split in its opinion in consideration of PCAOB  AU 530.05. In this regard, please tell
us why you have not disclosed this subsequent event within Note 10 on page F -67 or
Note 15 on page F -70.

Mark Elliott
Boxlight Corporation
January 5, 2017
Page 2

 You may  contact Tara Harkins at (202) 551 -3639 or Kevin Kuhar, Accounting Branch
Chief, at (202) 551 -3662 if you have questions regarding comments on the financial s tatements
and related matters.  Please contact me at (202) 551 -3412  with any other questions.

Sincerely,

Amanda Ravitz
Assistant Director
Office of Electronics and Machinery

cc:  David C. Fischer, Esq.
Loeb & Loeb LLP

CORRESP
1
filename1.htm

BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

December
15, 2016

Ms.
Amanda Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation

    Amendment
    No. 18 to Registration Statement on Form S-1

    Filed
    October 28, 2016

    File
    No. 333-204811

Dear
Ms. Ravitz:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated November 22, 2016 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (f/k/a
Logical Choice Corporation) (the “Company”) regarding Amendment 18 to the Registration Statement on Form S-1, filed
by the Company on October 28, 2016.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter).

Immediately following each comment is the
Company’s response to that comment, including, where applicable, a cross-reference to the location of the changes made.
The Company is concurrently submitting via EDGAR this letter and Amendment No. 19 to the Registration Statement on Form
S-1.

Acquisition
of Genesis, page 7

    1.
    We
    note your reference to a selling stockholder prospectus in the revised disclosure at the bottom of this page. Also the exhibit
    filed in response to prior comment 9 states you will register the shares of class A common stock subject to the subscription
    agreement for resale in your “pending registration statement.” However, the fee table on your registration statement
    does not identify any selling stockholders and instead indicates that only you are offering class A common stock. Please advise
    or revise.

Response: We have corrected and deleted the erroneous reference to a selling stockholder prospectus on the bottom of
page 7 as there will be no selling stockholders.

Use
of Proceeds, page 25

    2.
    Since
    this is a minimum offering, please clarify the effect on your expected liquidity and ability to fund your business
    if you do not sell all of the shares offered. Please discuss the effect of raising various amounts on your plans, such as
    at 25%, 50% and 75% of the anticipated offering proceeds. In this connection, address your indebtedness and other financial
    obligations, such as the agreement you have with your legal counsel discussed on page 82.

Response: We
                                         have modified the Use of Proceeds Section of the prospectus to comply with your comment.

Operating
Results, page 42

    3.
    We
    note your revised disclosure throughout this page that the changes in your results of operations for the six months ended
    June 30, 2016 were due mainly to the inclusion of Mimio’s operating results. Please revise to provide analysis that
    compares and contrasts Mimio’s results of operations for the interim periods provided in your filing. Also disclose
    the factors that contributed to Genesis’s decline in product sales for the fiscal year ended December 31, 2015 that
    you mention on page 43. Refer to section III.B.4 of SEC Release No. 33-8350 (December 29, 2003).

Response: The Company has revised the Operating Results to provide analysis that compares and contrasts Mimio’s
results of operations for the years ended December 31, 2015 and 2014, periods provided in the filing, and disclosed the factors
that contributed to Genesis’ decline in product sales. We have also indicated that Mimio and the Company became under common
control beginning on November 4, 2016, therefore, the results of operations for the nine months ended September 30, 2015 does not
include results from Mimio’s operations.

Plan
of Distribution, page 71

    4.
    Please
    revise the fifth paragraph on page 71 according to your revision to the cover page in response to prior comment 3.

Response: We
                                         have revised the fifth paragraph to be consistent with our revision to the cover page.

Index
to Financial Statements, page 77

    5.
    Please
    revise your index on page 79 to correspond to the actual financial statements included in the filing. For instance, we note
    that on page F-46 you present Boxlight Corporation’s statement of operations for the six months ended June 30, 2016
    and June 30, 2015 rather than Boxlight Corporation’s statement of operations for the three months ended March 31, 2015.
    Please revise accordingly.

Response: We
                                         have revised the index to correctly correspond to all financial statements included in
                                         the filing.

Exhibit
Index, page 86

    6.
    We
    note your response to prior comment 8; however, it appears the agreement you filed as exhibit 10.30 with this amendment to
    your registration statement is the same document you filed as exhibit 10.34. Please file as an exhibit the agreement you identify
    as exhibit 10.30 in your exhibit index, including any exhibits to that agreement. Also, please tell us where you have filed
    exhibit C to exhibit 10.34.

Response: The
                                         Company has corrected the exhibits to accurately reflect the documents included on the
                                         exhibit index and attached all exhibits referenced in the documents.  We have added Exhibit C to both Exhibit 10.30 and 10.34.

Report
of Independent Registered Public Accounting Firm, page F-59

    7.
    We
    note that the fifth paragraph of this audit opinion refers to the accounting for Genesis Collaboration and Mimio LLC as a
    pooling of interests. However, we note from page F-68 that Genesis Collaboration LLC and Mimio LLC were accounted for as a
    reorganization of entities under common control, which is similar to a pooling of interests pursuant to ASC paragraphs 805-50-5-5
    and 805-50-25-2. Please have your auditor revise its audit opinion to refer to its accounting for Genesis Collaboration and
    Mimio LLC as a reorganization of entities under common control, which is similar to a pooling of interests.

Response: Our
                                         auditors have revised their audit opinion accordingly.

    Sincerely,

    /s/
    Mark Elliott

    Mark
    Elliott

    Chief
    Executive Officer

    Boxlight
    Corporation

Mail Stop 3030
November 22, 2016

Mark Elliott
Chief Executive Officer
Boxlight Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation
Amendment No. 18  to Registration Statement on Form S -1
Filed October 28, 2016
  File No. 333 -204811

Dear Mr. Elliott :

We have reviewed your amended registration statement  and have the following
comments .  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do not bel ieve an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.   Unless  we note
otherwise , our references to prior comments are to comments in our August 31, 2016  letter .

Acquisition of Genesis, page 7

1. We note your reference to a selling stockholder prospectus in the revised disclosure at the
bottom of this page.  Also, the exhibit filed in response to prior comment 9 states you will
register the shares of class A common stock subject to the subscription agreement for
resale in your “pending registration statement.”  However, the fee table on your
registration statement does not identify any selling stockholders and instead indicates that
only you are offering class A common stock.  Please advise or revise.

Use of Proceeds, page 25

2. Since this is a no minimum offering, please clarify the effect on your expected liquidity
and ability to fund y our business if you do not sell all of the shares offered.  Please
discuss the effect of raising various amounts on your plans, such as at 25%, 50% and
75% of the anticipated offering proceeds.  In this connection, address your indebtedness

Mark Elliott
Boxlight Corporation
November 22, 2016
Page 2

 and other finan cial obligations, such as the agreement you have with your legal counsel
discussed on page 82.

Operating Results, page 42

3. We note your revised disclosure throughout this page that the changes in your results of
operations for the six months ended June 30 , 2016 were due mainly to the inclusion of
Mimio’s operating results.  Please revise to provide analysis that compares and contrasts
Mimio’s results of operations for the interim periods provided in your filing.  Also
disclose the factors that contributed to Genesis’s decline in product sales for the fiscal
year ended December 31, 2015 that you mention on page 43.  Refer to Section III.B.4 of
SEC Release No. 33 -8350 (Dec. 29, 2003).

Plan of Distribution, page 71

4. Please revise the fifth paragraph on page 7 1 according to your revision to the cover page
in response to prior comment 3.

Index to Financial Statements, page 77

5. Please revise your index on page 79 to correspond to the actual financial statements
included in the filing. For instance, we note that on page F -46 you present Boxlight
Corporation’s statement of operations for the six months ended June 30, 2016 and June
30, 2015 rather than Boxlight Corporation’s statement of operations for the three months
ended March 31, 2015.    Please revise accordingly.

Exhibit Index, page 86

6. We note your response to prior comment 8; however, it appears the agreement you filed
as exhibit 10.30 with this amendment to your registration statement is the same document
you filed as exhibit 10.34.  Please file as an exhibit the agreement you identify as exhibit
10.30 in your exhibit index, including any exhibits to that agreement.  Also,  please tell us
where you have filed exhibit C to exhibit 10.34.

Report of Independent Registered Public Accounting Firm, page F -59

7. We note that the fifth paragraph of this audit opinion refers to the accounting for Genesis
Collaboration and Mimio LLC as  a pooling of interests.   However, we note from page F -
68 that Genesis Collaboration LLC and Mimio LLC were accounted for as a
reorganization of entities under common control, which is similar to a pooling of interests
pursuant to ASC paragraphs 805 -50-5-5 and 805 -50-25-2.  Please have your auditor
revise its audit opinion to refer to its accounting for Genesis Collaboration and Mimio
LLC as a reorganization of entities under common control, which is similar to a pooling
of interests.

Mark Elliott
Boxlight Corporation
November 22, 2016
Page 3

You may  contact Tara  Harkins at (202) 551 -3639 or Kevin Kuhar, Accounting Branch
Chief, at (202) 551 -3662 if you have questions regarding comments on the financial s tatements
and related matters.  Please contact Brian Soares  at (202) 551 -3580 or me at (202) 551 -3412  with
any other questions.

Sincerely,

 /s/ Amanda Ravitz

Amanda Ravitz
Assistant Director
Office of Electronics and Machinery

cc:  David C. Fischer, Esq.
Loeb & Loeb LLP

CORRESP
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BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

October
28, 2016

Ms.
Amanda Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation

    Amendment
    No. 17 to Registration Statement on Form S-1

    Filed
    August 12, 2016

    File
    No. 333-204811

Dear
Ms. Ravitz:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated August 31, 2016 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (f/k/a
Logical Choice Corporation) (the “Company”) regarding Amendment 17 to the Registration Statement on Form S-1, filed
by the Company on August 12, 2016.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter).

Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and Amendment No. 18 to the Registration
Statement on Form S-1.

General

    1.
    Ensure
    that the disclosure is fully updated to reflect developments since your last amendment or otherwise. For example, your disclosure
    in the summary under “Boxlight Group Supplier” indicates that the referenced loan “will be settled . . .
    as of May 12, 2016.”

Response:
The Company believes that Amendment 18 to the Registration Statement has fully updated all recent developments including

    ●
    The
    payment of the $2,500,000 installment due September 30, 2016 to Skyview Capital under the $3,960,508 Skyview Note, out of
    the proceeds of a new senior secured asset based loan from Crestmark Bank and a $1,000,000 private purchase of the Company’s
    Class A common stock by K Laser International, a majority shareholder of Everest Display, Inc. (“EDI”), - the
    principal supplier to the Boxlight Group; and

    ●
    An
    amendment to the stock purchase agreement with EDI and its affiliates. that restated the terms under which the Company and
    its subsidiaries are obligated to reduce the approximate $4.7 million balance of its accounts payable to EDI

Prospectus
Cover Page

    2.
    Clarify
    when the offering will terminate. You indicate your shares will be offered for 120 days from effectiveness but that the offering
    “shall terminate on the earlier of (i) the date we decide to do so, or (ii) when the offering is fully subscribed for.”
    What happens if 120 days elapses and neither of the conditions in (i) or (ii) have been met?

Response:
The Cover page has been revised to clarify the offering period which will terminate: “on
the first to occur of (i) when the offering of 1,000,000 shares is fully subscribed for, (ii) February __, 2017 (120 days from
the date of this prospectus), or (iii) earlier than February __, 2017 if we decide to terminate the offering prior to such date.”

    3.
    It
    is unclear how you have determined broker dealer commissions since you are not currently engaging any broker dealers. Please
    revise to clarify that your calculations represent estimates only or advise.

Response:
The Company has revised the reference to broker dealer commissions to clarify that the 7% represents only an approximate estimate.

    4.
    In
    the first paragraph after the footnote, please make clear that your rule references are to Nasdaq rules, not securities laws.

Response:
The Company has revised the first paragraph after the footnote on the Cover Page to reference the specific Nasdaq rules.

Boxlight
Group Supplier, page 4

    5.
    Clarify
    whether you manufacture any product or only resell them.

Response:
The Company has clarified that it does not manufacture any products but purchases them from suppliers for resale.

Selected
Risks Associated With Our Business, page 6

    6.
    Please
    clarify the possible consequences to an equity holder if you are unable to make the September 30 payment to Skyview.
    Could the foreclosure on assets of Mimio lead to bankruptcy and, if so, could your equity holders’ interests be valued
    at $0?

Response: The Company has amended the
section entitled Selected Risks Associated With Our Business on page 6 and the Risk Factor on page 11 to disclose the potential
material adverse results of a foreclosure on the assets of Mimio.

Acquisition
of the Boxlight Group, page 7

    7.
    Revise
    the first paragraph under the bullet points to explain some of the obstacles that you may encounter in securing additional
    financing. For example, since Skyview already has a secured interest in the assets of Mimio, how do you intend to grant a
    further, possibly senior, security interest in those assets?

Response:
The Company has revised the first paragraph under the bullet points and elsewhere in the prospectus, including Risk Factors,
that although it has been able to pay the September 2016 installment due under the Skyview Note, the potential consequences of
not paying the remaining balance of $1,460,508 by the December 15, 2016, the maturity date of such note.

Exhibits

    8.
    While
    we note your response to prior comment 4, it appears that certain of the exhibits to exhibit 10.30 are not attached. Please
    clarify whether the execution copy of Exhibit 10.30 included the missing exhibits. If so, please file the exhibits with your
    next amendment.

Response:
The Company has filed all exhibits with Amendment 18.

    9.
    Please
    file your subscription agreement and any related agreements with your next amendment.

Response:
The Company has filed the form of subscription agreement for its Class A common stock to subscribers in the IPO as Exhibit
4.7 to the Registration Statement.

    10.
    Please
    file an updated opinion reflecting the revised offering.

Response:
Company securities counsel, Loeb & Loeb has filed an updated form of legal opinion as Exhibit 5.1.

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (770) 906-0557.
In addition, please contact Tahra Wright of Loeb & Loeb LLP at (212) 407-4122 if you have any questions or require additional
information.

    Sincerely,

    /s/
    Mark Elliott

    Mark
                                         Elliott

        Chief
        Executive Officer

    Boxlight
    Corporation

August  31, 2016

Mark Elliott
Chief Executive Officer
Boxlight  Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation
Amendment No . 17 to Registration Statement on Form S -1
Filed  August 12 , 2016
  File No. 333 -204811

Dear Mr. Elliott :

We have reviewed your registration statement  and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.

Please respond to this letter by amending  your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amend ment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.

General

1. Ensure that the disclosure is fully updated to reflect developments since your last
amendment or otherwise.  For example, your disclosure in the summary under “Boxlight
Group Supplier” indicates that the referenced loan “will be settled . . . as of May 12,
2016.”

Prospectus Cover Page

2. Clarify when the offering will terminate.  You indicate your shares will be offer ed for
120 days from effectiveness but that the offering “shall terminate on the earlier of (i) the
date we decide to do so, or (ii) when the offering is fully subscribed for.”  What happens
if 120 days elapses and neither of the conditions in (i) or (ii) have been met?

Mr. Mark Elliott
Boxlight  Corporation
August 31 , 2016
Page 2

 3. It is unclear how you have determined broker dealer commissions since you are not
currently engaging any broker dealers.  Please revise to clarify that your calculations
represent estimates only or advise.

4. In the first paragraph after the  footnote, please make clear that your rule references are to
Nasdaq rules, not securities laws.

Boxlight Group Supplier, page 4

5. Clarify whether you manufacture any products or only resell them.

Selected Risks Associated With Our Business, page 6

6. Please clarify the possible consequences to an equity holder if you are unable to make the
September 30 payment to Skyview.  Could the foreclosure on assets of Mimio lead to
bankruptcy and, if so, could your equity holders’ interests be valued at $0?

Acquisi tion of the Boxlight Group, page 7

7. Revise the first paragraph under the bullet points to explain some of the obstacles that
you may encounter in securing additional financing.  For example, since Skyview already
has a secured interest in the assets of Mimio, how do you intend to grant a further,
possibly senior , security interest in those assets?

Exhibits

8. While we note your response to prior comment 4, it appears that certain  of the exhibits to
exhibit 10.30 are not attached. Please clarify whether the execution copy of Exhibit 10.30
included the missing exhibits . If so, please file the exhibits with your next amendment.

9. Please file your subscription agreement and any related  agreements with your next
amendment.

10. Please file an updated opinion reflecting the revised offering.

Mr. Mark Elliott
Boxlight  Corporation
August 31 , 2016
Page 3

You may contact Tara Harkins  at 202 -551-3639 or  Kevin Kuhar  at 202-551-3662  if you
have questions regarding comments on the financial statements and related matters.  Please
contact Dani el Morris  at 202-551-3314  or me at 202-551-3412  with any other questions.

Sincerely,

 /s/ Daniel Morris for

 Amanda Ravitz
Assistant Director
Office of Electronics and Machinery

CORRESP
1
filename1.htm

BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

August
12, 2016

Ms.
Amanda Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation

    Amendment
    No. 16 to Registration Statement on Form S-1

    Filed
    July 11, 2016

    File
    No. 333-204811

Dear
Ms. Ravitz:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated June 22, 2016 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (f/k/a
Logical Choice Corporation)(the “Company”) regarding the Registration Statement on Form S-1, filed by the Company
on July 11, 2016.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter).

Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and Amendment No. 17 to the Registration
Statement on Form S-1.

Acquisition
of the Boxlight Group, page 7h

    1.
    We
    note your response to prior comment 1. Please continue to update your disclosure regarding the status of your efforts to secure
    financing for the transactions contemplated by this offering. If you are unable to secure full financing, please substantially
    revise your disclosure to discuss the business that will exist at closing, rather than the business you hope to build.

Response:

On July 6, 2016, the Company entered into
a loan and security agreement with Hitachi Capital America Corp (“Hitachi”) where Hitachi agreed to lend up to $2.5
million to the Company. On July 15, 2016, the Company drew $1,033,832 under this agreement. $1,000,000 of the proceeds of which
was paid to Everest Display, Inc. (“EDI”) to consummate on July 18, 2016 the acquisition of the share capital of the
Boxlight Group. We have updated the Form S-1 registration statement to reflect these transactions.

Effective as of August 3, 2016, the Company,
its Mimio LLC subsidiary and Skyview Capital LLC (“Skyview”) further amended the original 2015 purchase agreement
between Mim Holdings, Inc. and Skyview. As a result of such amendment, the purchase price was increased to $4,010,508, of which
$50,000 plus accrued interest was paid on August 4, 2016 and the balance is evidenced by a $3,960,508 installment note of Mim
Holdings that restated and increased by $300,000 the $3,690,507 note previously issued. In addition, the $2,200,000 installment
formerly due August 3, 2016 was amended to be a $2,500,000 installment that is due September 30, 2016. The final balance of the
$3,960,508 restated note is now due on December 15, 2016. We have updated the Form S-1 registration statement to reflect this
transaction.

We have also updated the Form S-1 registration
statement to disclose further developments in connection with the Company’s attempt to secure additional senior debt financing
and refinance the debt to Hitachi. We have further updated the Risk Factors section to disclose the Company’s current debt
obligations, its alternative plans to secure financing to reduce and ultimately retire its obligations and the risks to the Company
and prospective investors associated with both failure and success in obtaining such financing. As indicated below, we anticipate
a further amendment to the Registration Statement filed today to include our June 30, 2016 interim financial statements. At that
time, we will also update disclosures concerning our efforts to obtain the financing required to enable the Company to pay the
$2,500,000 September 30, 2016 installment due under the Skyview Note.

    2.
    We
    note from page F-24 that you restated your financial statements as of and for the year ended December 31, 2015 and 2014 to
    properly account for revenue from extended warranty contracts. We also note that the restatement did not impact your financial
    statements as of and for the three months ended March 31, 2015. Please explain to us why the change in your accounting for
    these extended warranty contracts did not impact the March 31, 2015 interim financial statements.

Response:
The financial statements as of and for the three months ended March 31, 2015 for the Boxlight Group was never issued previously.
Therefore, the financials were not marked as restated. We previously filed EDI’s consolidated financial statements as of
and for the three months ended March 31, 2015 which included the balances of Boxlight Group as well as EDI’s other subsidiaries.

Note
1 - Nature of Operations, Basis of Presentation and Accounting Policies

Deferred
Revenue, page F-17

    3.
    We
    note that you recognize revenue from extended warranty contracts using the straightline method over the estimated life of
    the product. Please tell us and revise your filing to explain why you use the estimated life of the product rather than the
    term of the contract to recognize the revenue from your extended warranty contracts. Refer to the guidance in ASC Topic 605
    and reference the specific accounting literature on which you have based your policy.

Response:
The extended warranty contracts provides the customers with right to replaces lamps used in projectors (“Lamp for Life”
agreement) throughout the life of the projectors sold. Therefore, the estimated life of the product is the term of the contract.
We have revised our disclosure to say-

“The
Company recognizes revenue from extended warranty contract using straight-line method over the term of the contract (estimated
life of product) which is three years.”

Exhibits

    4.
    Please
    confirm that you have filed a full version of exhibit 10.30, including all exhibits, annexes and attachments. If you have
    not, please do so with your next amendment.

Response:
The full version of exhibit 10.30 has been filed previously.

    5.
    We
    note that the consent of your independent auditor incorrectly refers to the report dated May 13, 2016 except for the effects
    of the restatements as to which the date of July 8, 2016 for Genesis Collaboration, LLC’s financial statements as of
    December 31, 2015 and 2014 and for the years then ended. We also note that the consent incorrectly refers to the report dated
    May 13, 2016 for the combined financial statements of Boxlight, Inc., Boxlight Latinoamerica, S.A. DE C.V. and Boxlight Latinoamerica
    Servicios, S.A. DE C.V. as of December 31, 2015 and 2014 and for the years then ended. Prior to requesting effectiveness,
    please have your independent auditor provide a currently dated consent which references the correct report dates for Genesis
    Collaboration as May 13, 2016 and for Boxlight, Inc., Boxlight Latinoamerica, S.A. DE C.V. and Boxlight Latinoamerica Servicios,
    S.A. DE C.V. as May 13, 2016 except for the effects of the restatement as to which the date of July 8, 2016.

Response:
The consent has been updated in this amendment.

You will note from Amendment 17 to the Registration
Statement that, in view of current market conditions, the Company has elected to seek to sell its shares of Class A common stock
without an underwriter and on a best efforts basis during a period of 120 days following the effective date of the Registration
Statement. Appropriate disclosures of the revised Plan of Distribution and the risks associated with a self-underwritten offering
have been included in Amendment 17.

We also intend to update our financial statements
in the nest two to three weeks and prior to the effective date of the offering to include comparative unaudited financial information
for the six months ended June 30, 2016 and June 30, 2015. In the interim, we would appreciate receiving any further comments that
the Staff may have.

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (770) 906-0557.
In addition, please contact Tahra Wright of Loeb & Loeb LLP at (212) 407-4122 if you have any questions or require additional
information.

    Sincerely,

    /s/
    Mark Elliott

    Mark
                                         Elliott

        Chief
        Executive Officer

    Boxlight
    Corporation

July 22, 2016

Mark Elliott
Chief Executive Officer
Boxlight  Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation
Amendment No . 16 to Registration Statement on Form S -1
Filed  July 11 , 2016
  File No. 333 -204811

Dear Mr. Elliott :

We have reviewed your registration statement  and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.

Please respond to this letter by amending your  registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.

Acquisition of the Boxlight Group , page 7

1. We note your response to prior comment 1. Please continue to update your disclosure
regarding the status of your efforts to secure financing for the transactions contemplated
by this offering. If you are unable to secure full financing, please substantially revise  your
disclosure to discuss the business that will exist at closing , rather than the business you
hope to build .

Mr. Mark Elliott
Boxlight  Corporation
July 22, 2016
Page 2

 Index to Financial Statements

The Boxlight Group

Combined Statements of Operations and Comprehensive Loss, page F -2

2. We note from page F -24 that you restated your financial statements as of and for the year
ended December 31, 2015 and 2014 to properly account for revenue from extended
warranty contracts.   We also note that the restatement did not impact your financial
statements as of and for the three months ended March 31, 2015.   Please explain to us
why the change in your accounting for these extended warranty contracts did not impact
the March 31, 2015 interim financial statements.

Note 1 - Nature of Operations, Bas is of Presentation and Accounting Policies

Deferred Revenue, page F -17

3. We note that you recognize revenue from extended warranty contracts using the straight -
line method over the estimated life of the product.   Please tell us and revise your filing to
explain why you use the estimated life of the product rather than the term of the contract
to recognize the revenue from your extended warranty contracts. Refer to the guidance in
ASC Topic 605 and reference the specific accounting literature on which you ha ve based
your policy.

Exhibit s

4. Please confirm that you have filed  a full version of exhibit 10.30, including all exhibits,
annexes and attachments.  If you have not, please do so with your next amendment.

5. We note that the consent of your independent aud itor incorrectly refers to the report dated
May 13, 2016   except for the effects of the restatements as to which the date of July 8,
2016 for   Genesis Collaboration, LLC’s financial statements as of December 31, 2015
and 2014 and for the years then ended. We also note that the consent incorrectly refers to
the report dated May 13, 2016   for the combined financial statements of Boxlight, Inc.,
Boxlight Latinoamerica, S.A. DE C.V. and Boxlight Latinoamerica Servicios, S.A. DE
C.V. as of December 31, 2015 and 2014 and for the years then ended.   Prior to requesting
effectiveness, please have your independent auditor provide a currently dated consent
which references the correct report dates for Genesis Collaboration as May 13, 2016 and
for Boxlight, Inc., Boxlig ht Latinoamerica, S.A. DE C.V. and Boxlight Latinoamerica
Servicios, S.A. DE C.V.   as May 13, 2016 except for the effects of the restatement as to
which the date of July 8, 2016.

Mr. Mark Elliott
Boxlight  Corporation
July 22, 2016
Page 3

 You may contact Tara Harkins  at 202 -551-3639 or  Kevin Kuhar  at 202-551-3662  if you
have questions regarding comments on the financial statements and related matters.  Please
contact Daniel Morris  at 202-551-3314  or me at 202-551-3412  with any other questions.

Sincerely,

 /s/ Daniel Morris for

 Amanda Ravitz
Assistant Director
Office of Electronics and Machinery

CORRESP
1
filename1.htm

     CORRESP

BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

July
8, 2016

Ms.
Amanda Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, NE

Washington, DC 20549

    Re:
    Boxlight
    Corporation

    Amendment
    No. 15 to Registration Statement on Form S-1

    Filed
    May 13, 2016

    File
    No. 333-204811

Dear
Ms. Ravitz:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated June 9, 2016 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (f/k/a
Logical Choice Corporation)(the “Company”) regarding the Registration Statement on Form S-1, filed by the Company
on May 13, 2016.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter).

Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and Amendment No. 16 to the Registration
Statement on Form S-1.

Acquisition
of the Boxlight Group

    1.
    We
    note that a portion of the purchase price payable to EDI under the share purchase agreement will be payable out of net proceeds
    of a debt financing to be secured by you on or before May 31, 2016. We also note that a portion of the debt proceeds will
    be required to pay the SkyView Note. Please update the status of your negotiations with lenders. If you do not have a financing
    agreement signed by the parties, please disclose this fact and substantially revise your disclosure to discuss the business
    that will exist at closing, rather than the business that you hope to build. If you have reached an agreement with a lender,
    please describe the terms of the agreement and file it as an exhibit to your registration statement.

RESPONSE:

As
noted under “Acquisition of the
Boxlight Group” on page 7 of Amendment 16 to the Registration Statement on Form S-1,
the Closing of the acquisition of the Boxlight Group under the share purchase agreement is conditioned upon our payment of $1,000,000
out of the net proceeds of debt financing secured by the assets of Boxlight USA by a date which is on or before July 31, 2016. In
addition, as disclosed under “Terms
of the Mimio Acquisition” on page 6, on July 5, 2016, Skyview, Boxlight Parent and
Mim Holdings entered into an amendment, effective as of June 30, 2016, to the original Mimio purchase agreement. The amendment
restated and increased the amount of the Skyview Note which now requires a $2,200,000 installment payment due on August 3, 2016
and the remaining balance due on November 3, 2016. The Company is currently in discussions with asset based lenders to obtain
a senior credit facility of approximately $4.0 million to be secured by liens on the assets of both Mimio and the Boxlight Group.
If obtained by the end of July, the proceeds would be used, to the extent of $1,000,000, to complete the Boxlight Group acquisition
and pay the $2,200,000 installment due under the restated Skyview Note. We believe that appropriate disclosure of the risks of
not obtaining such financing appear in both the prospectus summary and under the risk factor entitled We
may not be able to pay our short-term obligations when due. The registrant will file an additional
amendment to the registration statement within the next 3 to 4 weeks to disclose the terms of the credit facility if obtained
and file such agreement as an exhibit to the registration statement. If for any reason, the credit facility is not obtained, Boxlight
Parent may be required to cease its actual and proposed business operations. Alternatively, if the credit facility is obtained,
but proceeds are insufficient to enable the registrant to make both payments to EDI and under the Skyview Note, the registrant
will apply available net proceeds first to consummate the Boxlight Group acquisition and then seek to obtain a further extension
of the installment payment currently due under the Skyview Note. Appropriate disclosure of these risks are made on page 6 and
under the above referenced risk factor.

Acquisition
of Genesis, page 7

    2.
    Please
    revise the first paragraph of this section for clarity. In this regard, we note that you disclose that Boxlight will acquire
    Vert Capital. However, your disclosure elsewhere in the prospectus indicates that Vert Capital was acquired on May 9, 2016.
    Please reconcile.

RESPONSE:

The
disclosure has been revised to indicate that Genesis was acquired by Boxlight Parent on May 9, 2016 from Vert Capital. Vert Capital
was not acquired by Boxlight Parent.

The
conversion provisions and other terms of a $2,000,000 convertible note…, page 23

    3.
    You
    state in the second-to-last sentence of the first paragraph of this risk factor that the note contains several penalty provisions
    in the event you are late delivering conversion shares. Please revise, where appropriate, to discuss these penalties.

RESPONSE:

The
risk factors have been revised to contain the penalty provisions in the event that we are late delivering the conversion shares.

Unaudited
Pro Forma Combined Financial Information

Notes
to Unaudited Pro Forma Combined Financial Statements

Note
2. Stock Option Expense, page 31

    4.
    We
    note that you will grant 194,649 options to purchase your Class B common shares to employees and that you did not provide
    a pro forma adjustment for the estimated stock- based compensation to be issued upon consummation of the offering and acquisition.
    Please tell us and revise your filing to explain why you did not provide an estimate of the stock-based compensation related
    to these options within your pro forma combined statement of operations.

RESPONSE:

Section
2.4 of the Share Purchase Agreement between Everest Display Inc. and the Company provided that employees of the Boxlight Group
“may be” issued stock options of Boxlight Parent that represent on an aggregate basis 2% of the fully-diluted common
stock of Boxlight Parent and which vests annually in equal installments over four-year period. The stock options may or may not
be issued and the full terms of the stock option have not been determined. As a result, we did not provide an estimate of the
stock-based compensation related to these options. We have revised our disclosure to state that the stock-based compensation related
to these options have not been included in our pro forma combined statement of operations.

Note
10. Issuance of Long-term and Short-term Debt for Acquisition of Mimio, page 35

    5.
    We
    see that you have recorded a $2 million liability adjustment for the issuance of the unsecured convertible promissory note
    to Mim Holdings, Inc. and that the note is convertible into common shares at a per share conversion price equal to fifty-five
    percent of the initial price in this offering. Please tell us how you have accounted for and reported this note issuance within
    your combined financial statements, including how you have accounted for the conversion feature of this note under ASC 470-20,
    ASC 815-15 or other appropriate literature.

RESPONSE:

The
note has been accounted for as a traditional convertible note with contingent conversion options. The Company will evaluate the
note for beneficial conversion feature upon the IPO. The Company expects that the conversion feature is not a derivative as the
conversion price will be set on the IPO date, and the note will be convertible to a fixed number of shares. Although the IPO is
not controlled by the Company, the Company will be able to determine the IPO price and make sure there are enough authorized shares
to be issued upon the IPO.

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (770) 906-0557.
In addition, please contact Tahra Wright of Loeb & Loeb LLP at (212) 407-4122 if you have any questions or require additional
information.

    Sincerely,

    /s/
    Mark Elliott

Mark
Elliott

        Chief
        Executive Officer

    Boxlight
                                         Corporation

June 9, 2016

Mark Elliott
Chief Executive Officer
Boxlight  Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation
Amendment No . 15 to Registration Statement on Form S -1
Filed  May 13 , 2016
  File No. 333 -204811

Dear Mr. Elliott :

We have reviewed your registration statement  and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.

Please respond to this letter by amending your  registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.

Acquisition of the Boxlight Group
1. We note that a portion of the purchase price payable to EDI under the share purchase
agreement will be payable out of net proceeds of a debt financing to be secured by you on
or before May 31, 2016. We also note that  a portion of the debt proceeds will be required
to pay the SkyView Note. Please update the status o f your negotiations with lenders.  If
you do not have a financing agreement signed by the parties, please disclose this fact and
substantially revise your disclosure to discuss the business that will exist at closing, rather
than the business that you hope  to build.  If you have reached an agreement with a lender,
please describe the terms of the agreement and file it as an exhibit to your registration
statement.

Mr. Mark Elliott
Boxlight  Corporation
June 9, 2016
Page 2

 Acquisition of Genesis, page 7
2. Please revise the first paragraph of this section for clarity. In this regard, we note that you
disclose that Boxlight will acquire Vert Capital. How ever, your disclosure elsewhere in
the prospectus indicates that Vert Capital was acquired on May 9, 2016. Please reconcile.

The conversion provisions and other terms of a $2,000,000 convertible note…, page 23
3. You state in the second -to-last sentence of the first paragraph of this risk factor that the
note contains several penalty provisions in the event you are late delivering conversion
shares. Please revise, where ap propriate, to discuss  these penalties.
Unaudited Pro Forma Combined Financial Information

Notes to Unaudited Pro Forma Combined Financial Statements

Note 2. Stock Option Expense, page 31
4. We note that you will grant 194,649 options to purchase your Class B common shares to
employees and that you did not provide a pro forma adjustment for the estimated stock -
based compensation to be issued upon consummation of the offering and acquisition.
Please tell us and revise your filing to explain why you did not pro vide an estimate of the
stock -based compensation related to these options within your pro forma combined
statement of operations.
Note 10. Issuance of Long -term and Short -term Debt for Acquisition of Mimio, page 35

5. We see that you have recorded a $2 mill ion liability adjustment for the issuance of the
unsecured convertible promissory note to Mim Holdings, Inc. and that the note is
convertible into common shares at a per share conversion price equal to fifty -five percent
of the initial price in this offeri ng. Please tell us how you have accounted for and reported
this note issuance within your combined financial statements, including how you have
accounted for the conversion feature of this note under ASC 470 -20, ASC 815 -15 or
other appropriate literature.

Mr. Mark Elliott
Boxlight  Corporation
June 9, 2016
Page 3

 You may contact Tara Harkins  at 202 -551-3639 or  Kevin Kuhar  at 202-551-3662  if you
have questions regarding comments on the financial statements and related matters.  Please
contact Daniel Morris  at 202-551-3314  or me at 202-551-3412  with any other questions.

Sincerely,

 /s/ Daniel Morris for

 Amanda Ravitz
Assistant Director
Office of Electronics and Machinery

January 7 , 2016

Mark Elliott
Chief Executive Officer
Boxlight  Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation
Amendment Nos. 13 and 14 to Registration Statement on Form S -1
Filed  December 28, 2015 and January 4, 2016
  File No. 333 -204811

Dear Mr. Elliott :

We have reviewed your registration statement  and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do no t 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.

General
1. We note disclosure that you are in the process of securing a loan to fund certain of the
acquisitions described  in your prospectus. Please revise your disclosure to update the
status of your negotiations with lenders. If you do n ot have a financing agreement signed
by the parties , please disclose this fact .  In addition, substantially revise your disclosure
to discuss the business that will exist at closing , rather than the business that  you hope  to
build  through the anticipated acquisitions or otherwise .  If you have  reached an
agreement with a lender, please describe the terms of the agreement and file it as an
exhibit  to your registration statement.

Mr. Mark Elliott
Boxlight  Corporation
January 7 , 2016
Page 2

Fee Table
2. The fee table does not appear to reconcile to the share numbers  on the prospectus cover
page.  Specifical ly, the cover page appears to offer 333,333 common shares , in addition
to 50,000 shares as an overallotment.  The aggregate offering price of these securities ,
based upon the high end of the price range listed,  exceed s the amo unt set forth in the fee
table .  Please revise or advise.

3. Please clarify whether the offering includes the common shares underlying the
underwriter’s warrant. The warrant appears in the fee table but is not disclosed on the
prospectus cover page.

Prospectus Cover Page
4. We note your revised disclosure on the cover page states that K Laser may purchase from
you up to $1 million of shares in this offering.  We also note that K Laser will receive a
cash payment of $1 million in exchange for its equity holdings of ETL within thirty days
of the closing of the offering.  Please tell us whether your trans actions with K Laser
should be considered a share exchange  with a related party.  If K Laser will not
participate in the offering, please revise the prospectus accordingly.
Executive Compensa tion, page 63
5. Please update this section to include executive compensation disclosure for the most -
recently completed fiscal year. Refer to Item 402 of Regulation S -K.
Exhibits
6. Please provide an updated legality opinion as of the most recent practicable da te.

Mr. Mark Elliott
Boxlight  Corporation
January 7 , 2016
Page 3

 You may contact Tara Harkins  at 202 -551-3639 or  Kevin Kuhar  at 202-551-3662  if you
have questions regarding comments on the financial statements and related matters.  Please
contact Daniel Morris  at 202-551-3314  or me at 202-551-3412  with any other que stions.

Sincerely,

 /s/ Daniel Morris for

 Amanda Ravitz
Assistant Director
Office of Electronics and Machinery

CORRESP
1
filename1.htm

JOSEPH GUNNAR & CO., LLC

30 Broad Street, 11th Fl

New York, NY 10004

November 23, 2015

VIA EDGAR

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    Boxlight Corporation (the “Company”)

    File No. 333-204811

    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 Monday, November 23, 2015, or as soon thereafter as practicable.

Pursuant to Rule 460 under
the Securities Act, please be advised that during the period from November 20, 2015 to the date of this letter, we, acting on behalf
of the several underwriters, distributed as many “E-red” copies of the Preliminary Prospectuses, dated November 20,
2015 as appears to be reasonable to secure adequate distribution of the Preliminary Prospectus.

The Representative confirms
on behalf of itself and the several underwriters that they have complied and will continue to comply with the requirements of Rule
15c2-8 promulgated under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced issue.

    Very truly yours,

    JOSEPH GUNNAR & CO., LLC

    By:
    /s/ Eric Lord

    Name:
    Eric Lord

    Title:
    Head of Investment

Banking/Underwritings

CORRESP
1
filename1.htm

BOXLIGHT CORPORATION

1045 PROGRESS CIRCLE

LAWRENCEVILLE, GA 30043

November 23, 2015

Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549

 Re: Boxlight Corporation

    Registration Statement on Form S-1

    File No. 333-204811

Ladies and Gentlemen:

Boxlight Corporation (the “Company”)
hereby requests that the effective date of the above-captioned Registration Statement be accelerated to 5:00 p.m. on Monday, November
23, 2015, or as soon thereafter as practicable.

The Company hereby acknowledges that:

●  Should the Securities and Exchange Commission (the “Commission “) or the
Staff, acting pursuant to delegated authority, declare the Registration Statement effective, the Commission is not foreclosed
from taking any action with respect to the Registration Statement;

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

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

    Very truly yours,

    BOXLIGHT CORPORATION

    By:
    /s/ James Mark Elliott

    Name:
    James Mark Elliott

    Title:
    Chief Executive Officer

CORRESP
1
filename1.htm

JOSEPH
GUNNAR & CO., LLC

30 Broad Street, 11th Fl

New
York, NY 10004

November
17, 2015

VIA
EDGAR

Securities
and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    Boxlight Corporation (the “Company”)

    File No. 333-204811

    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 Thursday, November 19, 2015, or as soon thereafter as practicable.

Pursuant
to Rule 460 under the Securities Act, please be advised that during the period from November 9, 2015 to the date of this letter,
we, acting on behalf of the several underwriters, distributed as many copies, as well as “E-red” copies of the Preliminary
Prospectuses, dated November 9, 2015 as appears to be reasonable to secure adequate distribution of the Preliminary Prospectus.

The
Representative confirms on behalf of itself and the several underwriters that they have complied and will continue to comply with
the requirements of Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced
issue.

    Very truly yours,

    JOSEPH GUNNAR & CO., LLC

    By:

    /s/ Eric Lord

    Name:
    Eric
    Lord

    Title:

    Head
    of Investment

    Banking/Underwritings

CORRESP
1
filename1.htm

BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

November
17, 2015

Securities
and Exchange Commission

100 F Street,
NE

Washington,
D.C. 20549

    Re:
    Boxlight
    Corporation

    Registration
    Statement on Form S-1

    File No. 333-204811

Ladies and
Gentlemen:

Boxlight
Corporation (the “Company”) hereby requests that the effective date of the above-captioned Registration Statement
be accelerated to 5:00 p.m. Eastern Time on Thursday, November 19, 2015, or as soon thereafter as practicable.

The Company
hereby acknowledges that:

    ●
    Should
    the Securities and Exchange Commission (the “Commission”) or the Staff, acting pursuant to delegated authority,
    declare the Registration Statement effective, the Commission is not foreclosed from taking any action with respect to the
    Registration Statement;

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

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

    Very
    truly yours,

    BOXLIGHT
    CORPORATION

    By:
    /s/ James Mark
    Elliott

    Name:
    James Mark Elliott

    Title:
    Chief Executive
    Officer

CORRESP
1
filename1.htm

BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

September
25, 2015

VIA EDGAR

Securities
and Exchange Commission

100 F Street,
NE

Washington,
D.C. 20549

    Re: Boxlight Corporation

    Withdrawal of Acceleration Request - Registration Statement on Form S-1

    File No. 333-204811

Ladies
and Gentlemen:

Reference
is made to our letter, filed as correspondence via EDGAR on September 22, 2015, in which we requested the acceleration of the
effective date of the above-referenced Registration Statement for Thursday, September 24, 2015, at 5:00 p.m., 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
yours,

    BOXLIGHT
    CORPORATION

    By:
    /s/
    James Mark Elliott

    Name:

    James
    Mark Elliott

    Title:

    Chief
    Executive Officer

CORRESP
1
filename1.htm

AEGIS
CAPITAL CORP.

810 Seventh Avenue

New York, New York 10019

September
22, 2015

VIA
EDGAR

Securities
and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    Boxlight
    Corporation (the “Company”)

    File No. 333-204811

    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 Thursday, September 24, 2015, or as soon thereafter as practicable.

Pursuant
to Rule 460 under the Securities Act, please be advised that during the period from September 18, 2015 to the date of this letter,
we, acting on behalf of the several underwriters, distributed to each underwriter or dealer, who is reasonably anticipated to
be invited to participate in the distribution of the security, as many copies, as well as “E-red” copies of the preliminary
prospectus, dated September 18, 2015, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The
Representative confirms on behalf of itself and the several underwriters that they have complied and will continue to comply with
the requirements of Rule 15c2-8 promulgated under of the Securities Exchange Act of 1934, as amended, in connection with the above-referenced
issue.

    Very truly yours,

    AEGIS CAPITAL CORP.

    By:
    /s/
    Daniel Otoya

    Name:
    Daniel
    Otoya

    Title:
    Compliance
    Officer

CORRESP
1
filename1.htm

BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

September
22, 2015

Securities
and Exchange Commission

100
F Street, NE

Washington,
D.C. 20549

    Re:
    Boxlight Corporation

    Registration
    Statement on Form S-1

    File No. 333-204811

Ladies and
Gentlemen:

Boxlight
Corporation (the “Company”) hereby requests that the effective date of the above-captioned Registration Statement
be accelerated to 5:00 p.m. on Thursday, September 24, 2015, or as soon thereafter as practicable.

The Company
hereby acknowledges that:

    ●
    Should
    the Securities and Exchange Commission (the “Commission”) or the Staff, acting pursuant to delegated authority,
    declare the Registration Statement effective, the Commission is not foreclosed from taking any action with respect to the
    Registration Statement;

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

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

    Very
    truly yours,

    BOXLIGHT
    CORPORATION

    By:
    /s/
    James Mark Elliott

    Name:
    James Mark Elliott

    Title:
    Chief Executive
    Officer

CORRESP
1
filename1.htm

     FORM CORRESP

BOXLIGHT
CORPORATION

1045 PROGRESS CIRCLE

LAWRENCEVILLE, GA 30043

September
18, 2015

Amanda Ravitz,
Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100 F Street,
NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation (formerly known as Logical Choice Corporation)

    Amendment
    No. 7 Registration Statement on Form S-1

    Filed
    September 15, 2015

    Registration
    No. 333-204811

Dear Ms.
Ravitz:

This
letter is being filed to respond to an oral comment by the staff of the United States Securities and Exchange Commission (the
“Staff”), to Tahra Wright at Loeb & Loeb LLP, our legal counsel. We have filed Amendment No. 8 to the Registration
Statement on Form S-1 (the “Amended Registration Statement”) to address the following comment:

1.	Please
clarify the disclosure on the cover page of the prospectus with respect to the manner in which the securities will be offered.
The disclosure now states, “The shares of our Class A common stock and Warrants will be separately issued, but will be issued
and sold to purchasers in equal proportion of two shares for each Warrant,” which appears to describe a unit deal. If units
are being offered, please note that units must be registered.

RESPONSE:
The shares and warrants are being sold together, but not as a unit. We are not registering or trading units, nor do we have
any intention to do so. We have revised the disclosure to clarify the manner in which the securities will be offered. The new
disclosure in the Amended Registration Statement states, “The shares of our Class A common stock and Warrants will be sold
together but not issued as a unit, and therefore, will not trade as a unit. For every two shares of Class A common stock purchased,
each investor will receive one warrant to purchase one share of Class A common stock and no fractional warrants will be issued.”

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (404) 891-1122.
In addition, please contact Mitchell S. Nussbaum of Loeb & Loeb LLP at (212) 407-4159 if you have any questions or require
additional information.

Sincerely,

    BOXLIGHT
    CORPORATION

    By:
    /s/
    Mark Elliott

    Name:
    Mark Elliott

    Title:
    Chief Executive
    Officer

CORRESP
1
filename1.htm

BOXLIGHT
CORPORATION

1045 PROGRESS CIRCLE

LAWRENCEVILLE, GA 30043

September
15, 2015

Amanda Ravitz,
Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100 F Street,
NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation (formerly known as Logical Choice Corporation)

    Amendment
    No. 6 Registration Statement on Form S-1

    Filed
    September 3, 2015

    Registration
    No. 333-204811

Dear Ms.
Ravitz:

This
letter is being filed to respond to oral comments by the staff of the United States Securities and Exchange Commission (the “Staff”),
to Tahra Wright at Loeb & Loeb LLP, our legal counsel. We have filed Amendment No. 7 to the Registration Statement on Form
S-1 (the “Amended Registration Statement”) to address the comments.

1.	Please
advise when the Certificates of Designations of the Series A, B and C Convertible Preferred Stock will be filed.

RESPONSE:
The Certificates of Designations for each series will be filed immediately prior to the Registration Statement being declared
effective. Disclosure to that effect has been made in the Amended Registration Statement.

2.	The
audit report should be dual dated to reflect the reverse stock splits that were effected.

RESPONSE:
The Amended Registration Statement includes a dual dated audit report.

3.	Please
advise if you have considered the guidance in FASB ASC 260-10-55-12 with respect to reflecting the reverse stock split throughout
historical annual financial statements.

RESPONSE:
We have reviewed the guidelines set forth in FASB ASC 260-10-55-12. As a result, we have revised the historical annual financials
to reflect the reverse split in the Amended Registration Statement.

Please
note that as a result of the decrease in the offering size, we have made revisions to the Use of Proceeds. Upon the consummation
of the closing of the acquisitions, we will have sufficient cash on hand (outside of the net proceeds from the offering) to repay
the loans that were previously disclosed in the Use of Proceeds. We do not intend to, or need to use proceeds from the offering
to repay those loans. As a result, we have deleted those items from the Use of Proceeds. We have also allocated approximately
$3million of the net proceeds for general working capital and other general corporate purposes. In prior filings when the maximum
offering size was $10,000,000 greater, we identified specific line items covering R&D, sales and marketing and other areas.
As a result of the decrease in the size of the offering, we are not yet able to determine how the net proceeds will be allocated
among each of those prior specific line item.

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (404) 891-1122.
In addition, please contact Mitchell S. Nussbaum of Loeb & Loeb LLP at (212) 407-4159 if you have any questions or require
additional information.

    Sincerely,

    BOXLIGHT
    CORPORATION

    By:
    /s/
    Mark Elliott

    Name:
    Mark
    Elliott

    Title:
    Chief
    Executive Officer

CORRESP
1
filename1.htm

     CORRESP

BOXLIGHT
CORPORATION

1045
PROGRESS CIRCLE

LAWRENCEVILLE,
GA 30043

September
3, 2015

Amanda Ravitz,
Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100 F Street,
NE

Washington,
DC 20549

 Re: Boxlight
                                         Corporation (formerly known as Logical Choice Corporation)

                                         Amendment No. 5 Registration
                                         Statement on Form S-1

                                         Filed August 10, 2015

                                         Registration No. 333-204811

Dear Ms.
Ravitz:

This
letter is being filed to the respond to oral comments by the staff of the United States Securities and Exchange Commission (the
“Staff”), to Tahra Wright at Loeb & Loeb LLP, our legal counsel

1.	Please
advise when the Certificates of Designations of the Series A, B and C Convertible Preferred Stock will be filed.

RESPONSE:
The Certificates of Designations for each series will be filed when the Registration Statement is declared effective.

2.	Please
advise if you have considered if there is any additional disclosure needed on the the impact of the conversion of the shares of
Class B Common Stock.

RESPONSE:
The shares of Class B common stock are issuable upon exercise of stock options and are convertible into shares of Class A
Common Stock only at such time that the holder determines to sell such shares. We have included in the Sections entitled “The
Offering,” and “Description of Capital Stock” that the shares of Class B common stock are issuable upon exercise
of stock options and are convertible into shares of Class A Common upon the sale by the holder. In addition, we have disclosed
that those shares are excluded from the pro forma number of shares of common stock outstanding, as adjusted, after the offering,
as is the case with all other convertible securities where the issuance of shares underlying such securities will not occur upon
consummation of the offering.

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (404) 891-1122.
In addition, please contact Mitchell S. Nussbaum of Loeb & Loeb LLP at (212) 407-4159 if you have any questions or require
additional information.

Sincerely,

    BOXLIGHT CORPORATION

    By:
    /s/ Mark Elliott

    Name:
    Mark Elliott

    Title:
    Chief Executive Officer

CORRESP
1
filename1.htm

BOXLIGHT
CORPORATION

1045 PROGRESS CIRCLE

LAWRENCEVILLE, GA 30043

August
10, 2015

Amanda
Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation (formerly known as Logical Choice Corporation)

    Amendment
    No. 5 Registration Statement on Form S-1

    Submitted
    August 10, 2015

    Registration
    No. 333-204811

Dear
Ms. Ravitz:

This
letter is being filed to respond to an oral comment by the staff of the United States Securities and Exchange Commission, to Tahra
Wright at Loeb & Loeb LLP, our legal counsel.

1.
Please confirm that the Company will file complete versions of all material exhibits.

RESPONSE:
This Amendment No. 5 to the Registration Statement, is being filed as an “exhibit-only” filing (i) to amend
Exhibit 3.1 (Articles of Incorporation of Boxlight), which was filed with the Secretary of State of the State of Nevada on August
6, 2015 solely to reflect a one-for-7.665 reverse stock split of the Company’s Common Stock to be effective on August 13,
2015; (ii) to include final forms of Exhibits 4.1, 4.2 and 4.3, the Certificates of Designations of Series A Convertible Preferred
Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock, respectively, to be filed with the Secretary
of State of the State of Nevada;(iii) to include Exhibit 5.1 (legal opinion of Loeb & Loeb LLP) and Exhibit 23.1 (consent
of Loeb & Loeb LLP); (iv) solely to include the schedules and exhibits to the following exhibits (a) Exhibit 10.1 (Share Purchase
Agreement, by and among the majority stockholders of Everest Display, Inc., Boxlight Display, Inc., the registrant and Vert Capital
Corp.), and (b) Exhibit 10.3 (Stock Purchase Agreement, by and among the shareholders of Globisens Ltd. and the registrant); and
(v) to include final forms of the executed versions of (a) Exhibit 10.5 (Subscription Letter by and among the registrant and certain
founding shareholders of the registrant) and (b) Exhibit 10.6 (Promissory Note payable to the registrant by certain founding shareholders
of the registrant).

With
the filing of this Amendment No. 5 the Company has filed complete sets of all material exhibits.

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (404) 891-1122.
In addition, please contact Mitchell S. Nussbaum of Loeb & Loeb LLP at (212) 407-4159 if you have any questions or require
additional information.

Sincerely,

    BOXLIGHT
    CORPORATION

    By:
    /s/
    Mark Elliott

    Name:
    Mark
    Elliott

    Title:
    Chief
    Executive Officer

CORRESP
1
filename1.htm

July
29, 2015

Amanda
Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, NE

Washington,
DC 20549

    Re:

    Boxlight
    Corporation (formerly known as Logical Choice Corporation)

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

    Submitted July 6, 2015

    CIK No. 0001624512

Dear
Ms. Ravitz:

This
letter responds to the oral comments by the staff of the United States Securities and Exchange Commission (the “Staff”),
to Tahra Wright at Loeb & Loeb LLP, our law firm, regarding Amendment No. 1 to the Registration Statement on Form S-1 (the
“Registration Statement”), submitted by the Company on July 6, 2015.

This
letter sets forth each comment of the Staff. Immediately following each comment is the Company’s response to that comment,
including, where applicable, a cross-reference to the location of the changes made. The Company has submitted via EDGAR this letter
and Amendment No.2 to the Registration Statement on Form S-1 (the “Amended Registration Statement”).

Graphics

1.
The graphics contain too much text that can be viewed as marketing material. Either revise the text to balance it out or delete
it.

RESPONSE:
We have edited each graphic as necessary to solely include text with factual information relating to the graphic, and removed
any text which could be construed as marketing language.

Articles
of Incorporation

2.
Please confirm that the Company is deleting the attorney fees provision and when the amended articles will be filed.

RESPONSE:
The Company has deleted the provision in the articles relating to stockholder payment of attorney’s fees, and deleted
references to it in the Risk Factors and Description of Capital Stock. The Third Amended and Restated Articles of Incorporation
were filed on July 28, 2015 to reflect this change.

3.
Please confirm that the Company will file full and complete versions of all material exhibits.

RESPONSE:
The Company will file full and completed versions of all material exhibits and intends to file an “Exhibits Only”
amendment to the Amended Registration Statement prior to requesting acceleration of effectiveness.

Reverse
Stock Split

4.
When is the Reverse Stock Split going to be effective and will the auditor provide a dual-dated opinion with a footnote as to
the effectiveness of the Reverse Stock Split?

RESPONSE:
The reverse split is going to be consummated after the effective date of the Amended Registration Statement and prior to the
date of the final prospectus and consummation of the Offering. Given this timing, it is our understanding that a dual-dated opinion
is not required.

Valuation
Analysis

5.
Given fluctuation in valuation please provide investors with insight on the range of valuations. Explain how purchase price allocation
could differ assuming other reasonable valuations. Please see Division of Corporation Finance Financial Reporting Manual Topic
3240.5.

RESPONSE:
We have included on page 35 a table that reflects the impact to the purchase price allocation based on a range of the Company’s
valuations from $80 million to $200 million.

If
you require any additional information on these issues, or if the Company can provide you with any other information that will
facilitate your continued review of this filing, please advise us at your earliest convenience. You may reach me at (404) 891-1122.
In addition, please contact Mitchell S. Nussbaum of Loeb & Loeb LLP at (212) 407-4159 if you have any questions or require
additional information.

Sincerely,

    BOXLIGHT
    CORPORATION

    By:
    /s/
    Mark Elliott

    Name:
    Mark Elliott

    Title:
    Chief Executive
    Officer

CORRESP
1
filename1.htm

July 6,
2015

Amanda
Ravitz, Assistant Director

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, NE

Washington, DC 20549

 Re: Boxlight
                                         Corporation (formerly known as Logical Choice Corporation)

                                         Registration Statement on Form
                                         S-1

                                         Filed June 9, 2015

File
No. 333-204811

Dear Ms.
Ravitz:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated June 26, 2015 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (f/k/a
Logical Choice Corporation)(the “Company”) regarding the Registration Statement on Form S-1, filed by the Company
on June 9, 2015.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter). Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and Amendment No. 1 to the Registration
Statement on Form S-1.

Our history
and proposed acquisitions, page 6

1. We
                                         note your response to prior comment 1. Please revise your disclosure to clarify that,
                                         except as otherwise indicated, the subsidiaries identified in the chart are wholly-owned.
                                         In addition, please add footnote disclosure to include the information in the second
                                         and third sentences of your response.

RESPONSE:
We have revised disclosure as suggested and have disclosed in the footnote the entity which owns more than 10% of the shares
of ETL.

Certain
Relationships and Related Party Transactions, page 64

2. Please
                                         revise this section, where appropriate, to include the supplemental information contained
                                         in your response to prior comment 14.

RESPONSE:
We have revised this section to add that Mr. Alex Kuo is the father of Ms. Tiffany Kuo, one of our directors.

Articles
of Incorporation Provisions Regarding Attorney’s Fees, page 68

3. We
                                         note your response to prior comment 6. Your response appears to suggest that a stockholder
                                         would not be prohibited from bringing suit to determine the fee rates to which his counsel
                                         would be entitled “because such an action would not constitute an action alleging
                                         wrongdoing for which the company would be liable.” However, the revised disclosure
                                         does not indicate whether in the absence of a fee agreement between the company and the
                                         stockholder, the stockholder would be required to bring a suit to determine fees, the
                                         consequences of the stockholder failing to bring a suit to determine fees and/or whether
                                         the company itself might also bring suit to determine fees. Please revise to provide
                                         further clarity regarding the rights and obligations of the company and the stockholder
                                         if an agreement regarding “reasonable fees” cannot be reached between the
                                         stockholder and you prior to commencement of a litigation proceeding.

RESPONSE:
We will be amending the Articles of Incorporation to remove the provisions regarding attorneys’ fees.

4. We
                                         note the statutory provision provided in response to prior comment 7. However, we re-issue
                                         the comment and request that you provide expanded legal analysis Specifically, please
                                         tell us whether the legality of the “reasonable fees” provision (or similar
                                         provisions) under Nevada law has been previously considered by state or federal
                                         courts and the outcome, if any, of such proceedings. Your legal analysis should provide
                                         a detailed discussion of all relevant case law and statutory law.

RESPONSE:
We will be amending the Articles of Incorporation to remove the provisions regarding attorneys’ fees.

The
Company acknowledges that:

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

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

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

Sincerely,

BOXLIGHT
CORPORATION

By: /s/
                                         Mark Elliott

Name: Mark
                                         Elliott

Title: Chief
                                         Executive Officer

June 26, 2015

Mark Elliott
Chief Executive Officer
Boxlight  Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation (formerly known as Logical Choice Corporation )
Registration Statement on Form S -1
Filed  June 9,  2015
  File No. 333 -204811

Dear Mr. Elliott :

We have reviewed your registration statement  and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in yo ur
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.

Our history a nd proposed acquisitions, page 6
1. We note your response to prior comment 1. Please revise your disclosure to clarify that,
except as otherwise indicated, the subsidiaries identified in the chart are wholly -owned.
In addition, please add footnote disclosure to include the information in the second and
third sentences of  your response.
Certain Relationships and Related Party Transactions, page 64
2. Please revise this section, where appropriate, to include the supplemental information
contained in your response to prior comment 14.

Mr. Mark Elliott
Boxlight  Corporation
June 26, 2015
Page 2

 Articles of Incorporation Provisions Regar ding Attorney’s Fees, page 68
3. We note your response to prior comment 6.  Your response appears to suggest that a
stockholder would not be prohibited from bringing suit to determine the fee rates to
which his counsel would be entitled “because such an actio n would not constitute an
action alleging wrongdoing for which the company would be liable .”  However, the
revised disclosure does not indicate whether in the absence of a fee agreement between
the company and the stockholder, the stockholder would be required to bring a suit to
determine fees, the consequences of the stockholder failing to bring a suit to determine
fees and/or whether  the company itself might also bring suit to determine fees. Please
revise to provide further clarity regarding the rights and obligations of the company and
the stockholder if an agreement regarding “reasonable fees” cannot be reached between
the stockholder and you prior to commencement of a litigation proceeding.

4. We note the statutory provision provided in response to prio r comment 7.  However, we
re-issue the comment and request that you provide expanded legal analysis.  Specifically,
please tell us whether the legality of the “reasonable fees” provision (or similar
provisions) under  Nevada law has been previously consider ed by state or federal courts
and the outcome, if any, of such proceedings.   Your legal analysis should provide a
detailed discussion of all relevant case law and statutory law.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 193 3 and
all applicable Securities  Act rules require.   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.

Notwithstanding our comments, in the event  you request acceleration of the effective date
of the pending regist ration statement, please provide  a written statement from the company
acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, declare the
filing e ffective, it does not foreclose the Commission from taking any action with respect
to the filing;

 the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filing effective, does not relieve the company from its full responsibility for
the adequacy and accuracy of the disclosure in the filing; and

 the company may not assert staff comments and the declaration of effectiveness as a
defense in any proceeding initiated by the Commission or any person under the feder al
securities laws of the United States.

Mr. Mark Elliott
Boxlight  Corporation
June 26, 2015
Page 3

 Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration statement.  Please allow
adequate time  for us to review any amendment prior to the requested effective date of the
registration statement.

You may contact Tara Harkins  at 202 -551-3639 or Kevin Vaughn at 202-551-3643  if you
have questions regarding comments on the fi nancial statements and related matters.  Please
contact Daniel Morris  at 202-551-3314  or me at 202-551-3412  with any other questions.

Sincerely,

 /s/ Daniel Morris for

 Amanda Ravitz
Assistant Director

CORRESP
1
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June
8, 2015

Amanda
Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation (formerly known as Logical Choice Corporation)

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

    Submitted
    April 21, 2015

    CIK
    No. 0001624512

Dear
Ms. Ravitz:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated May 11, 2015 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (f/k/a
Logical Choice Corporation). (the “Company”) regarding Amendment No. 2 to the Confidential Draft Registration Statement
on Form S-1, submitted by the Company on April 21, 2015.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter). Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and Registration Statement on Form
S-1.

Our
history and proposed acquisitions, page 6

1.
Refer to the ownership chart on page 7. If any of the relationships are not 100% ownership, please indicate this fact and identify
any other major stockholders at each level of your structure.

RESPONSE:
We have revised the chart to indicate where ownership is less than 100% and have identified any other major stockholder. There
is no holder of Everest Display, Inc. who will own 10% or more of the shares of Everest Display, Inc. upon consummation of the
acquisition. There are three entities formed and located in China that will hold the remaining 31.31% of Everest Technology Ltd.
We will identify in our next amendment which of those entities owns 10% or more of Everest Technology Ltd.

Acquisition
of Genesis, page 7

2.
We note your response to prior comment 4. However, your disclosure remains unclear as to whether the one share of common stock
of the Delaware subsidiary retained by Vert Capital will be transferred. If so, please tell us when and how the share will be
acquired by Boxlight Parent.

RESPONSE:
We have revised the disclosure to include the following:

“Vert
Capital will not transfer this one share of capital stock of LCC – Delaware. Therefore, Boxlight Parent will have no interest
in LCC - Delaware.”

3.
Please revise your prospectus disclosure to clarify the percentage of ETL shares that you will own following the purchase of ETL
shares from K Laser International Co., Ltd.

RESPONSE:
We have made the revisions as requested throughout the prospectus.

Our
suppliers may not be able to always supply..., page 14

4.
We note your response to prior comment 8. Please revise this risk factor to provide more up-to-date disclosure regarding the status
and size of any backlogs. In addition, please discuss whether you have attempted to identify and secure additional suppliers to
prevent future shortages.

RESPONSE:
The backlog issue disclosed in our original submission has been resolved and all orders have been filled. Additionally, we
have established additional vendors to avoid future material shortages.

An
affiliate is in liquidation..., page 16

5.
We note your revised disclosure in response to prior comment 9. Please further revise the final two sentences of this risk factor
to clarify the meaning of your statements that the acquisition will not be impacted by the liquidation, a successful claim by
creditors and/or the inactive status of the Delaware LLC. While the identified factors may not influence your decision to proceed
with the transaction, it does appear that the factors may impact or affect the company. Please advise or revise to clarify.

RESPONSE:
We have revised the disclosure to clarify that although the acquisition will not be impacted, if the creditors have a successful
claim and we are held liable for payment, such payment could have an adverse impact on our financial condition.

Our
Articles of Incorporation..., page 22

6.
Please expand your disclosure to explain the consequences to a stockholder if an agreement regarding “reasonable fees”
cannot be reached between the stockholder and you prior to commencement of a litigation proceeding.

RESPONSE:
We have expanded the disclosure under Description of Capital Stock—Articles of Incorporation Provision Regarding Attorneys’
Fees to address the Staff’s comment.

7.
Further, please tell us the basis in Nevada law upon which you are relying in adopting this apparent limitation to shareholder
rights.

RESPONSE:
We are relying on NRS 78.037, which provides as follows:

NRS 78.037
Articles of incorporation: Optional provisions. The articles of incorporation may also contain any provision, not contrary to
the laws of this State:

1.
For the management of the business and for the conduct of the affairs of the corporation;

2.
Creating, defining, limiting or regulating the powers of the corporation or the rights, powers or duties of the directors, the
officers or the stockholders ... .

Confidential
Amendment 2 to Form S-1 submitted on April 21, 2015

Unaudited
Pro Forma Combined Financial Statements, page 28

Notes
to Unaudited Pro Forma Combined Financial Statements, page 31

(6)
Purchase Price Allocation, page 32

8.
We note your response to prior comment 12. Notwithstanding your response, we continue to note that the assumed gross offering
proceeds of $15 million from the sale of 17,250,000 shares as detailed on the cover page represents a price of $.87 per share,
which differs significantly from the $10.00 per share valuation you present elsewhere. Please reconcile these amounts or revise
the filing as appropriate.

RESPONSE:
In the offering, we will be selling 1,500,000 shares at $10 per share for total proceeds of $15,000,000. The per share price
of $10 was determined based on an $80,000,000 valuation, provided to us by our underwriters, divided by the pre-money shares of
7,996,798, resulting in a per share price of approximately $10. The cover page reflects a maximum offering price of $15,000,000
on the 1,500,000 shares to be sold in the offering, and $2,250,000 from 225,000 over-allotment shares, if exercised.

    2

9.
We note your response to prior comment 14. You state that you believe that Boxlight Corporation is not a new entity formed to
effect a business combination. We note that Boxlight Corporation was formed on September 18, 2014. Please explain to us the nature
of any discussions that had taken place at that point regarding any of the business combinations scheduled to take place at the
closing of the offering. Provide us with background as to how the management of Boxlight Corporation came to negotiate the acquisition
of a controlling interest in Everest Display. Provide an overview of the nature of the discussions from September 18, 2014 to
October 31, 2014 (the date of the agreement with Everest Display).

RESPONSE:

Genesis
Collaboration, LLC (“Genesis”), a Georgia limited liability company, organized in September 2011, 100% owned by Vert
Capital Corp. (“Vert”), is a technology provider that sells interactive whiteboard systems, interactive tables, interactive
and standard projectors, audio systems, data loggers, software, assessment and student response systems to schools, training facilities
and workplaces around the world. Genesis sells Everest Display’s products in North America. Before Boxlight Corporation
was formed by Vert on September 18, 2014, Vert and the management of Genesis were actively seeking merger and acquisition opportunities
to expand its business. They met with approximately 30 potential target acquisition companies and began negotiations to determine
the initial companies to acquire.

Before
the agreement was signed on October 31, 2014, Vert and Genesis had numerous discussions with the acquisition targets (including
Everest Display and Globisens) on the following:

    ●
    The
    proposed structure of the merger entities;

    ●
    The
    combined entity’s business plan going forward;

    ●
    Funds
    to be raised by the combined entities under private or public offerings;

    ●
    Formation
    of a Delaware or Nevada company for a public transaction;

    ●
    Terms
    of the merger, including purchase price, percentage of ownership and who is taking the control position, etc.;

    ●
    To
    hire experienced executives and employees to run the combined entity.

After
Vert and Genesis identified Everest Display as one of the potential acquisition targets, the parties discussed how each can benefit
from the merger transaction. Vert has funding resources in the US and continues to look for additional investment opportunities.
Genesis has an established business in the US with distribution channels in North America, but it does not have its own brand.
Everest Display has an established brand in Asia but finds it difficult to penetrate the North American market. The majority owner
of Everest Display, Mr. Kuo, has other successful businesses in Asia and was looking for a partner in the US who can take over
to grow the company. Vert and Genesis convinced Mr. Kuo that with their resources (investors and distribution channels), together
with Everest Display’s brand, and an experienced operating team, a synergy can be created for a potential greater and bigger
company. Mr. Kuo was willing to give up his control of Everest Display so he can spend more of his time focusing on his other
business in Asia; even though his ownership is smaller he will still maintain a fair share in a larger combined entity in the
same line of business.

    3

During
the period from September 18, 2014 to October 31, 2014, the parties (Vert, Genesis and Everest Display) had discussions regarding
the following:

    ●
    Status
    of audit and legal due diligence;

    ●
    Finalizing
    the terms of the merger agreement;

    ●
    Timing
    and details of IPO;

    ●
    Confirming
    that Mr. Kuo will step down as the CEO of Everest Display;

    ●
    Confirming
    that the majority of Everest Display board seats will be designated by Vert;

    ●
    Engagement
    of investment banker and underwriters for IPO;

    ●
    Confirming
    that the professional fees for IPO will be Boxlight Parent’s responsibility.

10.
You state in your response to prior comment 14 that you believe Boxlight Corporation is a not a new entity formed to effect the
business combinations in large part because Boxlight Corporation will be the entity that raises capital, issues equity to various
unrelated investors and pays cash to effect the transaction. However, we note that as of December 31, 2014, the only capital raised
by Boxlight Corporation is $2,560 relating to the issuance of initial shares of common stock in exchange for promissory notes.
We note from your disclosure on page 7 that the consummation of this offering is dependent on the consummation of the Boxlight
(Everest Display) and Globisens transactions. Finally, we note your disclosure on page 3 that “Boxlight Parent was incorporated...for
the sole purpose of acquiring the equity of Boxlight, Globisens and Genesis” (emphasis added) and that prior to this
prospectus, Boxlight Parent “has conducted no operations.” Based on these factors, it is not clear to us how you have
concluded that Boxlight Corporation is not a new entity formed to effect the business combinations. In this regard, it appears
that in substance, Boxlight (Everest Display) and Globisens are effectively raising capital with Boxlight Corporation being a
new entity formed to effect the combination. Please explain to us the basis for your conclusion that there is substance to the
newly formed entity that is separate from the proposed business combination transactions.

RESPONSE:

We
believe that Boxlight Parent is the acquirer under the proposed transaction, because it is a company with substance rather than
a new corporation formed solely to issue equity interests. Vert formed the entity and agreed to contribute Genesis, an already
established business, to effect the transaction. Vert formed Boxlight Parent as a more appropriate IPO vehicle than Genesis, a
Georgia limited liability company, and we have revised our disclosure accordingly. Once Boxlight Parent was formed, Boxlight Parent,
along with Genesis (a company under common control), without any contribution from any of the acquisition targets, conducted the
following activities that we consider separate from the proposed business combination transactions and are geared towards building
up and enhancing Boxlight Parent’s platform:

    ●
    Hired
    an executive management team with more experience in the education market than the management teams of the potential acquisition
    targets;

    ●
    In
    the process of acquiring Netsuite One World an ERP system, which includes multi-language translation features and multi-currency
    transaction adjustments and gives Boxlight Parent flexibility to easily add in additional companies. Currently, Boxlight USA
    uses Netsuite;

    ●
    Implemented
    a CRM system now in use and to benefit any additional new business in the future;

    ●
    Developed
    roadmaps of complementary products and hardware solutions that will benefit Boxlight Parent.

    ●
    Mapped
    out Boxlight Parent’s future operations and established new distribution channels in different countries and territories;

    ●
    Established
    Boxlight Parent’s policies, processes and procedures;

    ●
    Continues
    promoting high-technology education related products;

    ●
    Negotiated
    agreements to facilitate the distribution channels;

    4

    ●
    Set
    up network of installers in the United States to be used by all value added resellers to be acquired now or in the future;

    ●
    Developed
    a business plan and key strategies to be a leader in the education and technology market in the United States and internationally;

    ●
    Committed
    to and is currently in the process of building an expanded distribution system;

    ●
    Continues
    to introduce and market complementary products;

    ●
    Analyzing
    companies for future acquisitions, currently have approximately 10 targets;

    ●
    Created
    website to establish brand;

    ●
    All
    Boxlight Company decisions are made to promote its business and provide to its sales reps, resellers and customers, from one
    source, the products, services and training they need.

In
summary, we believe that all of the above are pre-combination activities conducted separate from the business combination transaction.
We have reviewed details of ASC 805-10-55-10 through 805-10-55-14 and concluded that Boxlight Parent is correctly being viewed
as the accounting acquirer. We have also reviewed ASC 805-10-55-15, which states that a new entity that transfers cash or other
assets or incurs liabilities as consideration may be the acquirer. It is our belief that Boxlight Parent has had significant separate
activities outside of the scope of these acquisitions and should be deemed as the acquirer.

Regarding
Boxlight Parent’s financing and operating activities:

As
of the date of this letter, Boxlight Parent has raised $589,179 through debt financing from various investors to cover the costs
of IPO. Details of the $589,179 include:

    Creditor
    Amount

    Vert
    and its investors
    $ 349,179

    Sy
    Silverstein, an unrelated individual
      90,000

    Mark
    Elliott
      50,000

    Total
    $ 589,179

Boxlight
Parent also has outstanding payables to various vendors in the amount of $597,000 as of the date of this letter. Since inception,
Boxlight Parent has incurred total expenses of approximately $1.2 million.

Currently,
consummation of this offering is

May 11, 2015

Mark Elliott
Chief Executive Officer
Boxlight  Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation (formerly known as Logical Choice Corporation )
Amendment No. 2  to Draft Registration Statement on Form S-1
Submitted April 21 , 2015
  CIK No. 0001624512

Dear Mr. Elliott :

We have reviewed your amended draft registration statement  and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.

Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or  publicly  filing your registration statement on
EDGAR.  If you do not believe our comments app ly to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing the information you provide in response to these  comments  and your
amended draft registration statement or filed regis tration statement,  we may have  additional
comments.

Our history and proposed acquisitions, page 6

1. Refer to the ownership chart on page 7.  If any of the relationships are not 100%
ownership, please indicate this fact and identify any other major stockholders at each
level of your structure.

Acquisition of Genesis, page 7
2. We note your response to prior comment 4.   However, your disclosure remains unclear as
to whether the one share of common stock of the Delaware subsidiary retained by Vert
Capita l will be tran sferred.  If so, please tell us when and how the share will be acquired
by Boxlight Parent.

Mr. Mark Elliott
Boxlight  Corporation
May 11, 2015
Page 2

 3. Please revise your prospectus disclosure to clarify the percentage of ETL shares that you
will own following the purchase of ETL shares from K Laser International  Co., Ltd.
Our suppliers may not be able to always supply…, page 14
4. We note your response to prior comment 8.  Please revise this risk factor to provide more
up-to-date disclosure regarding the status and size of any backlogs.  In addition, pl ease
discuss whether you have attempted to identify and secure additional suppliers to prevent
future shortages.
An affiliate is in liquidation…, page 16
5. We note your revised disclosure in response to prior comment 9.  Please further revise the
final two s entences of this risk factor to clarify the meaning of your statements that the
acquisition will  not be impacted by the liquidation, a successful claim by creditors and/or
the inactive status of the Delaware LLC.   While the identified factors may not influ ence
your decision to proceed with the transaction, it does appear that the factors may impact
or affect the company.  Please advise or revise to clarify.
Our Articles of Incorporation…, page 22
6. Please ex pand your disclosure to explain the consequences to a stockholder if an
agreement regarding “reasonable fees” cannot be reached between  the stockholder and
you prior to commencement of a litigation  proceeding .

7. Further, please tell us the basis in Neva da law upon which you are relying in adopting
this apparent limitation to shareholder rights.

Confidential Amendment 2 to Form S -1 submitted on April 21, 2015

Unaudited Pro Forma Combined Financial Statements, page 28

Notes to Unaudited Pro Forma Combined Financial Statements, page 31

(6)  Purchase Price Allocation, page 32

8. We note your response to prior comment 12.  Notwithstanding your response, we
continue to note that the assumed gross offering proceeds of $15 million from the sale of
17,250, 000 shares as detailed on the cover page represents a price of $.87 per share,
which differs significantly from the $10.00 per share valuation you present elsewhere.
Please reconcile these amounts or revise the filing as appropriate.

9. We note your response  to prior comment 14. You state that you believe that Boxlight
Corporation is not a new entity formed to effect a business combination. We note that
Boxlight Corporation was formed on September 18, 2014. Please explain to us the nature
of any discussions t hat had taken place at that point regarding any of the business

Mr. Mark Elliott
Boxlight  Corporation
May 11, 2015
Page 3

 combinations scheduled to take place at the closing of the offering. Provide us with
background as to how the management of Boxlight Corporation came to negotiate the
acquisition of a controll ing interest in Everest Display. Provide an overview of the nature
of the discussions from September 18, 2014 to October 31, 2014 (the date of the
agreement with Everest Display).

10. You state in your response to prior comment 14 that you believe Boxlight Co rporation is
a not a new entity formed to effect the business combinations in large part because
Boxlight Corporation will be the entity that raises capital, issues equity to various
unrelated investors and pays cash to effect the transaction. However, we note that as of
December 31, 2014, the only capital raised by Boxlight Corporation is $2,560 relating to
the issuance of initial shares of common stock in exchange for promissory notes. We note
from your disclosure on page 7 that the consummation of this o ffering is dependent on
the consummation of the Boxlight (Everest Display) and Globisens transactions. Finally,
we note your disclosure on page 3 that “Boxlight Parent was incorporated…for the sole
purpose  of acquiring the equity of Boxlight, Globisens and  Genesis” (emphasis added)
and that prior to this prospectus, Boxlight Parent “has conducted no operations.”  Based
on these factors, it is not clear to us how you have concluded that Boxlight Corporation is
not a new entity formed to effect the business c ombinations. In this regard, it appears that
in substance, Boxlight (Everest Display) and Globisens are effectively raising capital
with Boxlight Corporation being a new entity formed to effect the combination. Please
explain to us the basis for your concl usion that there is substance to the newly formed
entity that is separate from the proposed business combination transactions.

Research and Development, page 44
11. Please disclose the anticipated cost and estimated time for completion of the new
platform development.
Manufacturing and Logistics, page 44
12. Explain in more detail what you mean when you say that facilities are “available to” you.
Sales and Marketing, page 44
13. Please disclose the size and geographic scope of your combined sales force.
Certain Relationships and Related Party Transactions, page 61
14. Please us if and how Mr. Kuo, the controlling stockholder of K Laser  Corp. , is related to
Ms. Kuo, your direc tor.

Mr. Mark Elliott
Boxlight  Corporation
May 11, 2015
Page 4

 Exhibits
15. Your response s to prior comments 22 and 24 are unclear as to whether the material
agreements that you have filed as exhibits are complete and final versions. Please advise.
You may contact Tara Harkins  at 202 -551-3639 or Kevin Vaughn at 202-551-3643  if you
have questions regarding comments on the financial statements and related matters.  Please
contact Daniel Morris  at 202-551-3314  or me at 202-551-3528 with any other questions.

Sincerely,

 /s/ Amanda Ravitz

 Amanda Ravitz
Assistant Director

CORRESP
1
filename1.htm

     CORRESPONDENCE

April
21, 2015

Amanda
Ravitz, Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100 F Street,
NE

Washington,
DC 20549

    Re:
    Boxlight
    Corporation (formerly known as Logical Choice Corporation)

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

    Submitted
    February 12, 2015

    CIK
    No. 0001624512

Dear
Ms. Ravitz:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated March 9, 2015 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (f/k/a
Logical Choice Corporation). (the “Company”) regarding Amendment No.1 to the Confidential Draft Registration Statement
on Form S-1 (the “Registration Statement”), submitted by the Company on February 12, 2015.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter). Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and Amendment No.2 to the Registration
Statement on Form S-1 (the “Amended Registration Statement”).

Prospectus
Summary, page 1

1.
Revise the first few paragraphs of the summary to clarify the relative size of each acquisition target by disclosing their respective
revenues and net gain/loss.

RESPONSE:
We have revised the disclosure to include the respective revenues and net/gain loss of each acquisition target.

Acquisition
of Boxlight, page 7

2.
Please clarify when the closing of the sale of series C convertible preferred stock will occur. In addition, please clarify whether
the conversion of the preferred stock into class A common stock will occur simultaneously with the closing.

RESPONSE:
We have revised the disclosure to clarify the timing of the sale of the series C convertible preferred stock and the automatic
conversion of the preferred stock.

3.
Revise the first sentence of the second paragraph of this section for clarity.

RESPONSE:
We have made relevant revisions for clarity.

Acquisition
of Genesis, page 7

4.
Your disclosure indicates that other than one share retained by Vert Capital, all shares held by Vert Capital and the former members
of Genesis will be returned to the treasury. Please revise to clarify the equity interest that will be acquired by Parent in this
transaction.

RESPONSE:
We have revised the disclosure to clarify that Boxlight Parent will acquire 100% of the equity interest in Genesis.

Our
Status as an Emerging Growth Company, page 9

5.
We note your response to prior comment 16. Since you have elected to use the extended transition period for complying with new
or revised accounting standards under Section 102(b)(1) of the Act, you should include risk factor disclosure in which it explains
that this election allows it to delay the adoption of new or revised accounting standards that have different effective dates
for public and private companies until those standards apply to private companies. You should also disclose in the risk factor
that, as a result of this election, your financial statements may not be comparable to companies that comply with public company
effective dates. You should also provide a similar statement in your critical accounting policy disclosures in M D& A.

RESPONSE:
We have included the requested risk factor and the relevant disclosure in our critical accounting policy in MD&A.

We
will operate in a highly competitive industry, page 12

6.
While we note your response to prior comment 17, it remains unclear why you elected to identify in your prospectus the particular
companies named. Please tell us the objective criteria that you used to determine the competitors that would be identified in
your filing. To the extent that other companies also satisfied your objective criteria but were not named in the filing, please
explain why they were omitted. As previously noted, please be aware that we do not consider name recognition a sufficient basis
for identifying a competitor in your prospectus.

RESPONSE:
Of the companies that offer same or similar products, we do not consider ourselves to be in more direct competition with any
particular company. Therefore, we have removed the listed companies, and have instead, provided the categories of the companies
we compete with.

Our
future sales of interactive displays, page 14

7.
Please revise this risk factor, and elsewhere in the prospectus as appropriate, to include the clarifying information contained
in your response to prior comment 18.

RESPONSE:
We have revised the risk factor and the disclosure throughout the prospectus to include the clarifying information previously
provided to the Staff.

Our
suppliers may not be able to supply, page 14

8.
We note your response to prior comment 19. Please provide additional detail regarding the overselling of your forecast. Specifically,
please tell us more precisely when it occurred, by how much you oversold, how long the ensuing shortage lasted and whether you
have taken any steps to prevent future overselling.

RESPONSE:
In June 2014, we were engaged to supply interactive projectors to a school district in the middle part of the United States.
The order was initially to be fulfilled in even installments over a two-year period. The school district subsequently received
additional funding and requested us to accelerate delivery by fulfilling 50% of the total order within the first six-month of
the two-year period. As a result, the total orders for finished product exceeded our forecast. Because our suppliers were unable
to deliver sufficient amount of components for the production of the unexpected orders, we experienced a backlog of delivering
finished products, that lasted through 2014 and into 2015. As of December 31, 2014, we had a backlog of finished product delivery
of approximately $2,100,000.

To
prevent future overselling, we have increased our inventory of components; we have worked closely with our supplier to establish
protocols to provide and deliver unexpected orders of key components; we have also added air-freight as an alternative to transport
components to sea-freight for situation as we experienced in 2014. In addition, it is our intention, as mentioned in the use of
proceeds, to allocate financial resources to improve our inventory management, including establishing an inventory buffer of components
appropriate to our business.

We
have revised the disclosure accordingly to provide clarification.

An
affiliate is in liquidation, page 16

9.
Please expand your disclosure to describe further the potential consequences to you if creditors successfully claim that the obligations
owed by Logical Choice Technologies must be performed by it, or otherwise guaranteed by you. In this regard, please address the
size of the obligations relative to your financial position and whether there is a possibility that the entire acquisition could
be unwound. Also, please tell us whether the inactive status of Vert Capital’s Delaware subsidiary will have any impact
on the proposed acquisition or liquidation.

RESPONSE:
We have revised to clarify that neither the liquidation of LCT nor a successful claim of LCT’s creditors if any will
affect the proposed acquisition. In addition, the inactive status of LCC-Delaware will not have any impact on the proposed acquisition
or the liquidation.

Unaudited
Pro Forma Combined Financial Statements, page 28

Notes
to Unaudited Pro Forma Combined Financial Statements, page 32

10.
We note your response to prior comment 23. Consistent with your response, please revise your filing to explain that you have not
reflected any pro forma adjustments to reflect the tax impact of the pro forma adjustments since you believe that the tax impact
would not be material.

RESPONSE:
We have revised our filing to reflect that there are no pro forma adjustments related to tax, as we do not believe that the
tax impact will be material.

(6)
Purchase Price Allocation, page 34

11.
We note your response to prior comment 27 and that your underwriters valued your company at $1.39 per share based on an $80 million
valuation. In light of the fact that the actual valuation could differ from that presented here and that could materially impact
the purchase price allocation, please provide additional disclosures to explain how a change in the valuation would impact the
pro forma presentation.

RESPONSE:
We have revised our filing to state that if the actual valuation differs from the $80 million valuation provided by our underwriters,
the difference could materially impact our pro forma presentation. We are using the $80 million valuation as our best estimate
of calculating the purchase price for the acquisitions. A difference in our valuation would change the amount of goodwill created
under the proposed transaction. If the valuation goes up goodwill will increase and if the valuation goes down goodwill will decrease.
There are no other impacts to the pro forma financial statements.

12.
Further to the above, we note your response to prior comment 31. We note that the assumed gross offering proceeds of $15 million
from the sale of 17,250,000 shares as detailed on the cover page represents a price of $.87 per share, which differs significantly
from the $1.39 per share valuation you present elsewhere. Further, utilizing the pro forma shares outstanding you refer to in
response to comment 27, the implied offering price suggests a valuation of approximately $65 million. Please reconcile these amounts
and explain why you believe it is appropriate to present two separate values for your common stock in the filing.

RESPONSE:
We have revised our filing to reflect a reverse stock split that changes our fully diluted shares, along with our stock price.
Our filing only includes one value for our company.

13.
We note your response to prior comment 30. For each of the Boxlight and Globisens transactions, please reconcile the implied
value of the transaction, which is calculated using the shares issued at $1.39 per share together with any cash paid, to the amount
presented on page 39 as the consideration paid for each of the transactions For example, you disclose that you will issue 12,438,390
shares for the Boxlight acquisition as well as $7.3 million of cash. Utilizing a value of $1.39 per share, this represents consideration
paid of $24.6 million. However, the table on page 39 presents $21.0 million as the consideration paid.

RESPONSE:
We have revised our filing to reflect the value of consideration paid as follows (numbers are presented in thousands). Note
that pursuant to the share purchase agreement and stock option agreement, the $7.3 million is being deposit to an escrow account
and will be remitted to us immediately upon closing (as the consideration to exercise the option to purchase the Company’s
Series C preferred stock), as such, is not considered as part of the consideration paid.

Assets
acquired:

    (in
    thousands)
    Boxlight
    Globisens

    Current assets
    $ 22,720
    $ 1,389

    Property, plant and equipment
      1,113
      464

    Intangible assets (including pro forma adjustment)
      11,531
      2,558

    Other assets
      221
      -

    Goodwill
      5,082
      1,502

    Total assets
      40,667
      5,913

    Total liabilities
      (17,081 )
      (410 )

    Net assets
      23,586
      5,503

    Fair value of non-controlling interest
      (4,175 )
      -

    Net assets acquired
    $ 19,411
    $ 5,503

Consideration
paid:

    (in thousands)
    Boxlight
    Globisens

    1,941,133 shares issued at $10.00 per share to acquire 82.3% of the outstanding ownership
    of Boxlight
    $ 19,411
    $ -

    223,314 shares issued at $10.00 per share to acquire Globisens
      -
      3,003

    Cash to acquire Globisens
      -
      2,500

    Total consideration paid
    $ 19,411
    $ 5,503

14.
We note your response to prior comment 28. However, it appears that the analysis you provided is limited to the factors listed
in FASB ASC 805-10-55-12. Please expand your prior response to address the comments below regarding your analysis of the factors
listed in FASB ASC 805-10-55-12 as well as the comments below relating to your analysis of other factors listed in FASB ASC 805:

    ●
    You
    state that the shareholders of Boxlight Corporation will have the ability to elect, appoint, or to remove a majority of the
    members of the Board of Directors. Please clarify if you are referring to the pre-transaction Boxlight shareholders or the
    post-transaction shareholders. In this regard, please also clarify how the remaining three Board members will be elected.

    ●
    You
    state that the senior management of Boxlight Corporation will be the senior management of the combined entity. With reference
    to the senior management, please clarify for us if any of the existing employees and senior management of Everest Display
    will become employees of Boxlight Corporation after the transaction. Explain the significant roles these employees will have
    and how you considered this in your analysis. In this regard, it appears that the President and Chief Operating Officer of
    the combined company will come from Boxlight (Everest Display).

    ●
    You
    state that Boxlight Corporation will pay a premium over the pre- combination fair value of all the equity interests of the
    other combining entities. With reference to the implied value of your stock in connection with this offering ($.87 per share),
    please provide us with your calculations that support this assertion as it relates to the Everest Display transaction.

    ●
    Tell
    us how you have considered FASB ASC 805-10-55-13. In this regard, we note that as of and from September 18, 2014, from the
    date of inception through September 30, 2014, Boxlight Corporation had $0 assets and $0 revenues while as of and for the nine
    months ended September 30, 2014, Everest Display has $24 8 million in total assets and $18 million in total revenue.

    ●
    Tell
    us how you have considered FASB ASC 805-10-55-15. In this regard, we note that Boxlight Corporation was just formed on September
    18, 2014 and it appears it was formed for the purposes of issuing equity interests to effect these business combinations.

RESPONSE:
The Company determined through its review of FASB ASC 805-10-11 through 805-10-55-15 that the acquisition of Everest Display,
Inc. (Boxlight) should be accounted for using the acquisition method of accounting with Boxlight Corporation (f/k/a Logical Choice
Corporation) as the acquiring entity.

We
believe the following reasons support our decision:

Pursuant
to Par. 1.7 of the share purchase agreement among K Laser Technology, Inc. (the shareholders’ representative of Boxlight),
Boxlight Corporation (Boxlight Parent), and Vert Capital, the board of directors of Boxlight shall consist of a minimum of 7 members,
of which, Boxlight Parent (Shareholders of pre-transaction Boxlight) shall have the right to nominate and/or designate 4 members
and K Laser Technology, Inc. shall have the right to nominate 3 members. All board members have been appointed. Additionally,
after the proposed transaction, Boxlight Parent’s board of directors will have 5 members within which, 4 will be appointed
by pre-transaction Boxlight shareholders and 1 will be appointed by K Laser Technology Inc.

After
the acquisition, the CEO of pre-acquisition Boxlight, Mr. Alex Kuo, will resign from all of his pre-acquisition positions. Before
the acquisition, Mr. Kuo also acted as the CFO and COO of Boxlight. The senior management of pre-acquisition Boxlight Corporation
(f/k/a Logical Choice Corporation) will dominat

March 9 , 2015

Mark Elliott
Chief Executive Officer
Boxlight  Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Boxlight Corporation (formerly known as Logical Choice Corporation )
Amendment No. 1 to Draft Registration Statement on Form S -1
Submitted February 12, 2015
  CIK No. 0001624512

Dear Mr. Elliott :

We have reviewed your amended draft registration statement  and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better under stand your disclosure.

Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or  publicly  filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing the information you provide in re sponse to these  comments  and your
amended draft registration statement or filed registration statement,  we may have  additional
comments.

Prospectus Summary, page 1

1. Revise the first few paragraphs of the summary to clarify the relative size of each
acquisition target by disclosing their respective revenues and net gain/loss.

Acquisition of Boxlight, page 7

2. Please clarify when the closing of the sale of series C convertible preferred stock will
occur.   In addition, please clarify whether the convers ion of the preferred stock in to class
A common stock will occur  simultaneously with the closing.

3. Revise the first sentence of the second paragraph of this section for clarity.

Mr. Mark Elliott
Boxlight  Corporation
March 9 , 2015
Page 2

 Acquisition of Genesis, page 7

4. Your disclosure indicates that other than one share retained by Vert Capital, all shares
held by Vert Capital and the former members of Genesis will be returned to the treasury.
Please revise to clarify the equity interest that will be acquired by Parent in this
transaction.

Our Status as an E merging Growth Co mpany, page 9

5. We note your response to prior comment 16.  Since you have elected to use the extended
transition period for complying with new or  revised accounting standards under Section
102(b)(1) of the Act, you should include risk factor disclosure in which it explains that
this election allows it to d elay the adoption of new or revised accoun ting standards that
have different effective dates for public and  private co mpanies until those standards apply
to private companies. You should also disclose in  the risk factor that, as a result of this
election, your financial  statements may not be co mparable to co mpanies that co mply with
public co mpany effective dates. You should also provide a si milar state ment in your
critical accounting policy  disclos ures in MD&A.

We will operate in a highly competitive industry, page 12

6. While we note your response to prior comment 17, it remains unclear why you elected to
identify in your prospectus the particular companies named.   Please tell us the objective
criteria that you  used to determine the competi tors that would be identified in your filing .
To the extent that other companies  also satisfied your objective criteria  but were not
named in the filing, please  explain why  they were omitted .  As prev iously noted, please
be aware that we do not consider na me recognition a sufficient basis for identifying a
competitor in your prospectus.

Our future sales of interactive displays…, page 14

7. Please revise this risk factor, and elsewhere in the prospectus as appropriate, to include
the clarifying information contained in your response to prior comment 18.

Our suppliers may not be able to supply…, page 14

8. We note your response to prior comment 19.  Please provide additional detail regarding
the overselling of your forecast. Specifically, please tell us more precisely when it
occurred, by how much you oversold, how long the  ensuing  shortage lasted and whether
you have taken any steps to prevent future overselling.

Mr. Mark Elliott
Boxlight  Corporation
March 9 , 2015
Page 3

 An affiliate is in liquidation, page 16

9. Please expand your disclosure to describe further the p otential consequences to you if
creditors successfully claim that the obligations owed by Logical Choice Technologies
must be performed by it, or otherwise guaranteed by you. In this regard, please address
the size of the obligations relative to your finan cial position and whether there is a
possibility that the entire acquisition could be unwound.  Also, please tell us whether the
inactive status of Vert Capital’s Delaware subsidiary  will have any impact on the
proposed acquisition  or liquidation .

Unaudited Pro For ma Combined Financial Statements, page 28

Notes to Unaudited Pro For ma Combined Financial Statements, page 32

10. We note your response to prior comment  23.  Consistent with your response, please
revise your filing  to explain that you have not reflected any pro for ma adjust ments to
reflect the tax impact of the pro for ma adjustments since you belie ve that the tax i mpact
would not be material .

(6) Purchase Price Allocation, page 34

11. We note your response to prior comment  27 and that your underwriters valu ed your
company at $1.39 per share based on an $ 80 million valuation.  In light of the fact t hat
the actual v aluation could differ from that presented here and that could materially i mpact
the purchase p rice allocation, please provide additional disclosures to explain how a
change in the valuation would i mpact the pro fo rma presentation.

12. Further to the above, we note your response to prior com ment 31. We note that the
assumed gross offering proceeds  of $15 million from  the sale of 17,250,000 shares as
detailed on the cover page rep resents a price of $.87  per share, which differs significantly
from the $1.39 per s hare valuation you present elsewhere. Further, ut ilizing the pro fo rma
shares outstanding you refer to in response to comment 27, the i mplied offering price
suggests a valuation of  approxi mately  $65 million.  Please rec oncile these amounts and
explain why  you belie ve it is appropriate to present two separate values for your com mon
stock in the filing .

13. We note your response to prior comment  30. For each of the Boxlight and Globisens
transactions,  please  reconcile the i mplied value of the transaction, which is calculated
using the shares issued at $1.39 per share together with any cash paid, to  the a mount
presented on  page 39 as the consideration paid for each of the tran sactions. For exa mple,
you disclo se that you will i ssue 12,438,390 shares for t he Boxlight acquisition as  well as
$7.3 million of cash. Utilizi ng a value of $1.39 per share, this repre sents consi deration
paid of $24.6 million. However, the table on page 39 prese nts $21.0 million as t he
consideration paid.

Mr. Mark Elliott
Boxlight  Corporation
March 9 , 2015
Page 4

14. We note your response to prior comment 28. However, it appears th at the analysis you
provided is li mited to the factors listed in F ASB A SC 805 -10-55-12. Please expand your
prior response to address the com ments below regarding your analysis of the factors
listed in FASB ASC 805 -10-55-12 as well as the com ments below rel ating to your
analysis of other factors listed in FASB ASC 805 :

 You state t hat the share holders of  Boxlight Corp oration will have the a bility to elect,
appoint, or to re move a majority of the members of the Board of Directors. Please clarify
if you are referring to the pre -transaction Boxlight shareholders or the post -transaction
shareholders. In this regard, please also cla rify how the re maining three Bo ard members
will be elected.

 You state t hat the seni or manage ment of  Boxlight Corporation  will be the senior
manage ment of the co mbined entity. With re ference to the se nior manag ement, please
clarify for us if any of the existing e mployees and senior manag ement of Everest Display
will beco me employees of Boxlight Coporation  after the transaction. Expla in the
signif icant roles these e mployees will have a nd how you considered t his in your a nalysis.
In this regard, it appears that the Pre sident and Chief Operating Officer of the co mbined
company will co me from Boxlight (Everest Di splay) .

 You state t hat Boxlig ht Corpora tion will pay a premium over the pr e- combination fair
value of all the eq uity intere sts of the other combining entities. With reference to the
implied  value of your stock in connection with this offering ($.87 per share), please
provide us  with your  calculations  that support this assertion as it relates to the  Everest
Display transaction .

 Tell us how you have considered F ASB ASC 805 -10-55-13.  In this regard, we note that
as of and from  Septe mber 18, 2014, from  the date of inception through Septe mber 30,
2014, Boxlight Corporation had $0 assets and $0 revenues while as of and for the  nine
months ended Septe mber 30, 2014, Everest Di splay has $2 4.8 million in  total assets and
$18 million in t otal revenue .

 Tell us how you have considered F ASB ASC 805 -10-55-15. In  this regard,  we note that
Boxlight Corporation was just for med on Septe mber 18, 2014 and it appears it was
formed for the purposes of  issuing  equity int erests to e ffect these business co mbinations .

(9).  Weighted Outstanding Shares, page 34

15. We note your response to prior comment  24. It is not clear to us how you calculated the
57,628,940 shares of fully  diluted outstanding shares on a pro fo rma basis that will be
outstanding after the completion of the offering. Please provide us with your calculation
of this a mount.

Mr. Mark Elliott
Boxlight  Corporation
March 9 , 2015
Page 5

 Liquidit y and Capital Resources, page 45

16. Disclose the terms of the loan you entered into with Vert Capital on September  30, 2014.

Business, page 48

17. We note your revisions in response to prior comment 35.  Please continue your revisions
to provide an expanded discussion of your integration strategy.  Your current disclosure
provides  limited detail regarding the timing of the i ntegration process . Also, t o the extent
that different acquisitions require differe nt strategies, please provide separate disclosure
to explain.

Competition, page 58

18. We note that you have provided additional disclosure about the competitive landscape for
Boxlight, Globisens and Genesis.  Please also discuss the competitive landscape fo r the
larger, fully -integrated company.

Executive Compensation, page 63

19. Please revise to include a summary compensation table for the fiscal year ended
December 31, 2014 .

Everest Di splay, Inc.
Audited Financial State ments, page F -15
Note 10.  Commi tment and Contingencies, page F -33

20. We note your response to prior comment  39. Please provide us with additional analysis
to support the con clusion that Everest Display held an asset at Dece mber 31, 2013. In
this regard, we note that prior  to that date, Everest Display held the rights to use the
trade mark at agreed upon rates . The transaction on October 10 , 2014 appears to provide
for the transfer of  the legal righ ts of the trade mark to Everest Di splay, allowing Everest
Display to control others’ access to the trade mark and thereby at that date meeting the
definition of an asset. However, it re mains unclear why you believe the transaction and
related  valuation of the trade mark on October 10, 2014 provides evi dence as to the
existence and fair value of an asset prior to that date, specifically on Dece mber 31,
2013.

Mr. Mark Elliott
Boxlight  Corporation
March 9 , 2015
Page 6

 Boxlight Corporation
Audited Financial State ments, page F -71
State ment of Stockholders’  (Deficit),  page  F-74

21. Please reconcile your disclosure on page  83 that you issued 16,000,000 shares of Class
A common stock to Vert Capital with  the disclosure here that you have not issued any
shares of common stock. In this  regard, please also revise the footnotes to the financial
statements to describe  the ter ms of your Class A com mon stock as well as any other
classes of com mon stock of Boxlight Corporation.

Exhibit

22. Please confirm that you have filed final copies of all your material agreements. In this
regard, we note that several exhibits contain missing dates and missing signatures.

23. We note that you have added a new provision under Article Nine of the amended and
restated Articles of Incorporation. Please revise your prospectus to disclose prominently
the new requirements set forth with respect to derivative actions.  Your revised disclosure
should clearly explain the basis for adding the new provision and the obligation s it
imposes on investors.

24. Please file all exhibits, schedules  and attachments to your agreements. As one example,
we note that exhibits and schedules are not filed with Exhibit 10.12.

You may contact Tara Harkins  at 202 -551-3639 or Kevin Vaughn at 202-551-3643  if you
have questions regarding comments on the financial statements and related matters.  Please
contact Daniel Morris  at 202-551-3314  or me at 202-551-3412  with any other questions.

Sincerely,

 /s/ A manda Ravitz

 Amanda Ravitz
Assistant Director

CORRESP
1
filename1.htm

February
11, 2015

Amanda Ravitz,
Assistant Director

Securities
and Exchange Commission

Division
of Corporation Finance

100 F Street,
NE

Washington,
DC 20549

    Re:

    Boxlight
    Corporation (f/k/a Logical Choice Corporation)

    Draft
    Registration Statement on Form S-1

    Submitted
    November 12, 2014

    CIK
    No. 0001624512

Dear Ms.
Ravitz:

This
letter responds to the letter of the staff of the United States Securities and Exchange Commission (the “Staff”),
dated December 9, 2014 (the “Comment Letter”), to Mark Elliott, Chief Executive Officer of Boxlight Corporation (f/k/a
Logical Choice Corporation). (the “Company”) regarding the Confidential Draft Registration Statement on Form S-1 (the
“Registration Statement”), submitted by the Company on November 12, 2014.

This
letter sets forth each comment of the Staff from the Comment Letter (numbered in accordance with the Comment Letter). Immediately
following each comment is the Company’s response to that comment, including, where applicable, a cross-reference to the
location of the changes made. The Company is concurrently submitting via EDGAR this letter and an amended draft Registration Statement
on Form S-1 (the “Amended Registration Statement”).

General

1.	It
appears that you intend to conduct this offering on a firm commitment basis. Please provide all of the disclosure required by
Item 508 of Regulation S-K in your next amendment, including the identity of the underwriter(s), or provide a full explanation
of why the information cannot be included at this time.

RESPONSE:
We have provided the disclosure required by Item 508 of Regulation S-K and named Aegis Capital Corp. as the lead underwriter
for the offering.

2.	Please
provide all Regulation S-K disclosure required by Form S-1. We note, for example, that you have entirely omitted the disclosures
required by Items 402 and 505 of Regulation S-K.

RESPONSE:
We have revised the S-1 to provide all required disclosures under Regulation S-K. Disclosures under Item 402 were omitted
because the company was recently formed in September 2014, accordingly there was no executive compensation paid to the named executive
officers in prior fiscal years. We have included disclosure of the terms of the employment agreement for each of the named executive
officers. We have added the disclosure required by Item 505 of Regulation S-K on the determination of the offering price.

Explanatory
Note, page 1

3.	Please
revise to remove the implication that you do not know what assumptions about general economic growth you used when preparing your
internal forecasts.

RESPONSE:
The requested revision has been made.

Special
Note Regarding Forward-Looking Statements, page 2

4.	Please
note that neither Section 27A of the Securities Act of 1933 nor Section 21E of the Securities Exchange Act of 1934 apply to initial
public offerings Please revise to remove references to these statutes.

RESPONSE:
The requested revision has been made.

Prospectus
Summary, page 3

5.	Please
provide a discussion of your current business and a brief history of your operations prior to the proposed transactions involving
Genesis, Boxlight and Globisens.

RESPONSE:
The requested disclosure has been made.

6.	Please
tell us why you believe it is appropriate to include pro forma line item financial results in your summary, in light of the complex
nature of the structure of and accounting for your anticipated acquisitions.

RESPONSE:
We believed that inclusion of pro forma line item financial results would assist investors in analyzing the financial position
and results of operations of Company as it will exist after the closing of the offering. We have removed this information, as
it appears from the comment that the Staff believes this information is likely to confuse investors.

7.	Please
revise your summary so that it is clear what portion of the discussion covers your present business and what portion relates to
your proposed acquisitions. Make similar revisions throughout.

RESPONSE:
We have revised the summary and throughout the prospectus to clarify the disclosure about our present business and our proposed
acquisitions.

8.	Please
revise the second-to-last paragraph on page 3 to specify, if material, the percentage of revenues accounted for on a consolidated
basis by Boxlight’s contract manufacturing for brand-name equipment suppliers.

RESPONSE:
We have revised the prospectus summary to specify that the revenue by Boxlight’s contract manufacturing for brand-name
equipment suppliers accounts for approximately 43% of Boxlight’s revenues on a consolidated basis.

    2

Our
History and Proposed Acquisitions, page 6

9.	Please
revise to clarify, if true, that the shares to be issued in the transactions conducted with Genesis, Boxlight, and Globisens will
be unregistered. If so, please also provide your analyses of the Securities Act exemptions applicable to each step of the transactions.

RESPONSE:
The shares issuable to the stockholders of Boxlight, Globisens and the four former members of Genesis will be issued simultaneously
upon the consummation of this offering. Those shares will be unregistered and issued in reliance on Section 4(a)(2) of the Securities
Act of 1933, as each of those shareholders are accredited investors.

10.	Please
clarify whether the closings of the Genesis, Boxlight and Globisens transactions are dependent upon each other.

RESPONSE:
The consummation of this offering is dependent upon the acquisitions of Boxlight and Globisens, but is not dependent upon
the closing of the acquisition of Genesis. If the offering is not consummated, none of the acquisitions will be consummated. Each
acquisition is conditional upon the closing of this offering or another liquidity event acceptable to the shareholders of Boxlight
and Globisens.

11.	Please
clarify whether the four former members of Genesis were issued 1,000,000 shares of your company’s Series B Preferred Stock
upon filing of this registration statement or if the shares will be issued only upon completion of the offering.

RESPONSE:
The shares issuable to the four former members of Genesis will be unregistered and issued only upon consummation of the offering.
If the offering is not consummated, no shares will be issued to the former members of Genesis.

12.	Please
consider providing a graphical representation of your proposed post transaction structure, to the extent that you believe it will
aid an investor in understanding your proposed business.

RESPONSE:
We have revised the document to include a post-transaction structure chart.

13.	We
note throughout the filing that you refer to the acquisition of Boxlight and you also refer to the same transaction as the acquisition
of Everest Display Inc. In order to provide greater clarity to the reader, please revise the filing throughout to consistently
refer to this transaction in the same manner, either as the acquisition of Boxlight or as the acquisition of Everest Display.

RESPONSE:
We have revised the filing throughout to consistently refer to the transaction as the acquisition of Boxlight. With this Amendment
No. 1 to the Registration Statement on Form S-1, the Company has changed its name from Logical Choice Corporation to Boxlight
Corporation, which we refer to as “Boxlight Parent.”

    3

Acquisition
of Boxlight, page 7

14.	Please
disclose the performance or milestone which provides the basis for the issuance of 1,028,000 bonus shares. In addition, please
identify the recipients of the bonus shares.

RESPONSE:
The bonus shares are being issued only upon the consummation of the offering and acquisition of Boxlight, as a reward
to those members of senior management and employees who have worked for Boxlight for more than 10 years. There are no other performance
or milestones to be achieved for this issuance. Mr. Nance, our President and Chief Operating Officer, who is also senior management
at Boxlight, will receive approximately 54% of the total number of bonus shares issuable for introducing Boxlight Parent to Boxlight,
in contemplation of an acquisition. We have revised the disclosure to delete the number of bonus shares issuable as such number
will be eight percent (8%) of the shares issuable to the Boxlight shareholders upon consummation of the offering and the acquisition,
which number will not be determinable until the offering size has been fixed.

.

Our
Corporate Information, page 8

15.	Please
supplementally provide us with copies of all written communications, as defined in Rule 405 under the Securities Act, that you,
or anyone authorized to do so on your behalf, present to potential investors in reliance on Section 5(d) of the Securities Act,
whether or not they retain copies of the communications.

RESPONSE:
As of the date hereof, there have been no written communications as defined in rule 405 under the Securities Act.

16.	We
note your disclosure that you qualify as an “emerging growth company” as defined in the Jumpstart Our Business Startups
Act. Please revise the filing to disclose your election as to the extended transition period provided in Securities Act Section
7(a)(2)(B) for complying with new or revised accounting standards

RESPONSE:
We have revised our disclosure to state that we will take advantage of the extended transition period provided in Securities
Act Section 7(a)(2)(B) for complying with new or revised accounting standards.

We
operate in a highly competitive industry, page 11

17.	Please
tell us how you determined which competitors to name in your prospectus. In this regard, please note that we do not consider name
recognition to be a sufficient basis for identifying a competitor in your prospectus.

RESPONSE:
We determined which competitors to name based on information collected from a number of sources. When participating in bids
for vending opportunities, competing bidders’ identities, specific products and services offered, and pricing often becomes
available after a bid has been awarded. We, directly or indirectly through our designated resellers, regularly review that information
to gain an understanding of our competitors. In addition, we subscribe to publications that provide market information including
the competitive landscape in our sectors. For example, Future Source, is a highly recognized source for analysis of competitors
and market trends in projector and interactive display markets, and Specific Media is another source that provides market insights.
Competitors are also visible to us when we participate in trade shows and conferences that specialize in our markets. In addition,
internally, we have product specialists responsible for tracking and compiling information pertaining to our product solutions
and competitors.

    4

Our future
sales of interactive displays in developed markets..., page 13

18.	Please
reconcile your disclosure that market saturation may have already occurred with your disclosure elsewhere in the prospectus regarding
expanding market opportunities. Make revisions throughout the prospectus, as appropriate.

RESPONSE:
Our references to market saturation are with respect to the use of interactive displays in developed countries, such as in
the United States and the U.K. We believe significant opportunities exist to expand outside of these areas.

Our
suppliers may not be able to supply..., page 13

19.	Please
expand your disclosure in the appropriate section to discuss the material terms of your supply agreements, such as duration of
the agreements and the ability to terminate the agreements. Also, clarify which suppliers have not delivered components in a timely
manner. In addition, clarify whether the difficulties with these suppliers has been resolved.

RESPONSE:
We do not have written supply agreements. In general, our suppliers deliver components in a timely manner. We have only had
one occasion where we experienced component shortage as a result of overselling our forecast. We have expanded our disclosure
under “Use of Proceeds,” to include that we intend to use part of the proceeds from this offering to improve our inventory
management.

An
affiliate is in liquidation, page 15

20.	Please
provide us with your analysis as to why the liquidation process will not impact the contribution of assets (i.e., shares) to your
company by Vert Capital Corporation and/or outstanding credit agreements involving Vert Capital, its affiliates and the company.
In addition, quantify the potential creditor claims if possible.

RESPONSE:
We have added disclosure to the risk factor as suggested.

Risks
Related to our Foreign Operations, page 15

21.	Please
tell us what consideration you have given to describing risks specific to Chinese and Israeli operations, in light of your planned
acquisition of operations in those countries.

RESPONSE:
We have revised our risk factors on foreign operations to include those risks that are specific to operations in Israel and
Taiwan.

Capitalization,
page 24

22.	Please
reconcile your disclosure of your historical shares outstanding as of June 30, 2014 to LCC’s historical shares outstanding
on page F-72.

RESPONSE:
We issued 25,600,000 shares of common stock as of October 3, 2014. We have reconciled our disclosure of our shares issued
and outstanding under the “Capitalization” section with our financial statements.

    5

Unaudited
Pro Forma Combined Financial Statements, page 26

Notes
to Unaudited Pro Forma Combined Financial Statements, page 30

23.	Please
explain to us why you have not reflected any pro forma adjustments to reflect the tax impact of the pro forma adjustments.

RESPONSE:
We respectfully inform the Staff that we are not aware of any material tax impact that will result from these currently proposed
transactions.

24.	We
note from pages 27 and 28 that you have 27,191,493 of pro forma weighted average common shares outstanding for the year ended
December 31, 2013 and six months ended June 30, 2014. Please revise your filing to disclose how you determined the pro forma weighted
average number of common shares outstanding for the aforementioned periods.

RESPONSE:
On a pro forma basis, we consider all shares to be issued in connection with the acquisitions of Boxlight, Globisens and Genesis
transactions to have been issued and outstanding at the beginning of the periods presented. We have revised our disclosure to
provide the following adjusted breakdown for all shares to be issued under these transactions to different parties:

    Everest Display, Inc.(Boxlight)
      12,438,390

    Globisens
      1,847,000

    Genesis
      2,239,000

    Shares issued for cash
      10,805,426

    Total shares issued
      27,329,816

These
shares have been calculated based on the percentage of total fully diluted outstanding common shares (immediately after the completion
of the acquisitions) that each party would receive based on the result of our negotiation with each party. Total outstanding shares
immediately after the completion of the proposed transactions is temporarily assumed to be 57,628,940 shares for pro forma disclosure
purpose and would be updated to the final result when the offering price is determined.

(2)
Stock Option Expense, page 30

25.	We
note that you have taken the average historical volatility of a group of comparable publicly traded companies over a period equal
to the expected life of the options Please describe to us in greater detail the nature of the comparable publicly traded companies
you selected and the basis for your conclusion to select those companies. Discuss how you considered factors such as industry,
stage of life cycle, size and financial leverage when selecting the comparable companies. Refer to paragraphs 718-10-55-36 and
37 of the FASB Accounting Standards Codification and Question 6 in SAB Topic 14.D.1.

    6

RESPONSE:
We have revised our volatility using Peerless Systems Corp, Emagin Corp, and Microvi

December 9, 2014

Mark Elliott
Chief Executive Officer
Logical Choice Corporation
1045 Progress Circle
Lawrenceville, Georgia 30043

Re: Logical Choice Corporation
Draft Registration Statement on Form S -1
Submitted November 12, 2014
  CIK No. 0001624512

Dear Mr. Elliott :

We have reviewed your draft registration statement  and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.

Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or  publicly  filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendm ent is appropriate, please tell us why in your response.

After reviewing the information you provide in response to these  comments  and your
amended draft registration statement or filed registration statement,  we may have  additional
comments.

General

1. It appears that you intend to conduct this offering on a firm commitment basis.  Please
provide all of the disclosure required by Item 508 of Regulation S -K in your next
amendment, including the identity of the underwriter(s), or provide a full explanati on of
why the information cannot be included at this time.

2. Please provide all Regulation S -K disclosure required by Form S -1.  We note, for
example, that you have entirely omitted the disclosure s required by Items  402 and 505 of
Regulation S -K.

Mr. Mark Elliott
Logical Choice Corporation
Decembe r 9, 2014
Page 2

 Expla natory Note, page 1

3. Please revise to remove the implication that you do not know what assumptions about
general economic growth you used when preparing your internal forecasts.

Special Note Regarding Forward -Looking Statements, page 2

4. Please note that n either Section 27A of the Securities Act of 1933 nor Section 21E of the
Securities Exchange Act of 1934 apply to initial public offerings.  Please revise to
remove references to these statutes.

Prospectus Summary, page 3

5. Please provide a discussion of your current business and a brief history of your operations
prior to the proposed transaction s involving  Genesis, Boxlight and Globisens.

6. Please tell us why you believe it is appropriate to include pro forma line item financial
results in your summary,  in light of the complex nature of the structure of and accounting
for your anticipated acquisitions.

7. Please revise your summary so that it is clear what portion of the discussion covers your
present business and what portion relates to your proposed acqu isitions.  Make similar
revisions throughout.

8. Please revise the second -to-last paragraph on page 3 to specify , if material,  the
percentage of revenues accounted for on a consolidated basis by Boxlight’s contract
manufacturing for brand -name equipment suppliers.

Our History and Proposed Acquisitions, page 6

9. Please revise to clarify, if true, that the shares to be issued  in the transactions conducted
with Genesis, Boxlight, and Glob isens will be unregistered.  If so, please also provide
your analyses of the Securities Act exemptions applicable to each step of the  transactions.

10. Please clarify whether the closings of the Genesis, Boxlight and Globisens transactions
are dependent upon each other.

11. Please clarify whether the four former members of Genesis were issued 1,000,00 0 shares
of your company’s Series B Preferred Stock upon f iling of this registration statement or if
the shares will be issued only upon completion of the offering.

12. Please consider providing a graphical representation of your proposed post transaction
structure, to the extent that you believe it will aid an inv estor in understanding your
proposed business.

Mr. Mark Elliott
Logical Choice Corporation
Decembe r 9, 2014
Page 3

13. We note throughout the filing that you refer to the acquisition of Boxlight and you also
refer to the same transaction as the acquisition of Everest Display Inc. In order to provide
greater clarity to the re ader, please revise the filing throughout to consistently refer to this
transaction in the same manner, either as the acquisition of Boxlight or as the acquisition
of Everest Display.

Acquisition of Boxlight, page 7

14. Please d isclose the performance or mil estone which provides  the basis for the issuance of
1,028,000 bonus shares. In addition, please identify the recipients of the bonus shares.

Our Corporate Information, page 8

15. Please supplementally provide us with copies of all written communications, as  defined
in Rule 405 under the Securities Act, that you , or anyone authorized to do so on your
behalf , present to potential investors in reliance on Section 5(d) of the Securities Act,
whether or not they retain copies of the communications.

16. We note your disclosure that you qualify as an “emerging growth company” as defined in
the Jumpstart Our Business Startups Act. Please revise the filing to disclose your election
as to the extended transition period provided in Securities Act Section 7(a)( 2)(B) for
complying with new or revised accounting standards.

We operate in a highly competitive industry, page 11

17. Please tell us how you determined which competitors to name in your prospectus. In this
regard, please note that we do not consider name recognition to be a sufficient basis for
identifying a customer in your prospectus.

Our future sales of interactive displays in developed markets…, page 13

18. Please reconcile your disclosure that market saturation may have already o ccurred with
your disclo sure elsewhere in the prospectus regarding expan ding market opportun ities.
Make revisions throughout the prospectus , as appropriate.

Our suppliers may not be able to supply…, page 13

19. Please expand your disclosure in the appropriate section to discuss th e material terms of
your supply agreements, such as duration of the agreements and the ability to terminate
the agreements.  Also, clarify which suppliers have not delivered components in a timely
manner. In addition, clarify whether the difficulties with these suppliers has been
resolved.

Mr. Mark Elliott
Logical Choice Corporation
Decembe r 9, 2014
Page 4

An affiliate is in liquidation, page 15

20. Please provide us with your analysis as to why the liquidation process will not impact the
contribution of assets (i.e., shares) to your company by Vert Capital Corporation and/or
outstanding credit agreements involving Vert Capital, its affiliates and the company.    In
addition, quantify the potential creditor claims if possible.

Risks Related to our Foreign Operations, page 15

21. Please tell us what consideration you have given t o describing risks specific to Chinese
and Israeli operations, in light of your planned acquisition of operations in those
countries.

Capitalization, page 24

22. Please reconcile your disclosure of your historical shares outstanding as of June 30, 2014
to LCC’s historical shares outstanding on page F -72.

Unaudited Pro Forma Combined Financial Statements, page 26
Notes to Unaudited Pro Forma Combined Financial Statements, page 30

23. Please explain to us why you have not reflected any pro forma adjustments to reflect the
tax impact of the pro forma adjustments.

24. We note from pages 27 and 28 that you have 27,191,493 of pro forma weighted average
common shares outstanding for the year e nded December 31, 2013 and six months ended
June 30, 2014. Please revise your filing to disclose how you determined the pro forma
weighted average number of common shares outstanding for the aforementioned periods.

(2)  Stock Option Expense, page 30

25. We n ote that you have taken the average historical volatility of a group of comparable
publicly traded companies over a period equal to the expected life of the options.  Please
describe to us in greater detail the nature of the comparable publicly traded comp anies
you selected and the basis for your conclusion to select those companies. Discuss how
you considered factors such as industry, stage of life cycle, size and financial leverage
when selecting the comparable companies. Refer to paragraphs 718 -10-55-36 and 37 of
the FASB Accounting Standards Codification and Question 6 in SAB Topic 14.D.1.

(3)  Amortization of Intangible Assets, page 31

26. Please refer to adjustments (3) and (4). Please revise your filing to explain in more detail
how you determined that  each of your patents, customer lists and customer relationship

Mr. Mark Elliott
Logical Choice Corporation
Decembe r 9, 2014
Page 5

 intangible assets have a useful life of ten years.  Within your discussion, please clarify
what you mean by “consumer awareness” and what other economic factors you
considered in making this d etermination. Please also revise your disclosures to clarify
how “customer relationships” and “customer lists” represent separate identifiable
intangible assets.

(6)  Purchase Price Allocation, page 32

27. Please revise your filing to explain in more detai l how you determined that your stock
offering price is $1.34 price per share.

28. We note that you plan to account for the acquisition of Everest Display Inc. using the
acquisition method of accounting and considered Logical Choice Corporation to be the
acquiring entity.  Please provide us with your detailed analysis of all of the factors noted
in FASB ASC 805 -10-55-11 through 805 -10-55-15 in determining the accounting
acquirer. In connection with this analysis, please also tell us whether any Everest Displa y
shareholders are related parties to Logical Choice or Vert Capital.

29. We note that you will account for your acquisition of Genesis using the acquisition
method of accounting. We note that Genesis is owned by Vert Capital Corp., which is
also your primary  stockholder. Please provide us with your detailed analysis of the
relevant accounting literature that supports your proposed accounting for the transaction.
Explain to us how you considered the fact that LCC and Genesis appear to be entities
under common control in determining the proper accounting for the proposed transaction.
Refer to the guidance in paragraphs FASB ASC Topic 805 -50-5-5 and 50 -25-2.

(7)  Issuance of Common Shares in Exchange of Shares of Companies Acquired, page 32

30. We note you are issu ing 17,190,000 shares in connection with the proposed transactions.
In order to enhance an investor’s understanding, please revise your filing to describe how
you determined the amount of shares to be issued for each of these planned transactions.

(8)  C ash Received from IPO, page 32

31. Please explain to us why you are including the assumed net offering proceeds within your
pro forma financial statements.  Please also explain how you determined that the net
offering proceeds would be $13 million.

Managemen t’s Discussion and Analysis of Financial Condition and Results of Operations, page
36

32. We note here and throughout the filing that you included non -GAAP measures entitled
“pro forma EBITDA” and “pro forma adjusted EBITDA” for the year ended December
31, 20 12. However, you have not provided the required reconciliation of these measures

Mr. Mark Elliott
Logical Choice Corporation
Decembe r 9, 2014
Page 6

 to the most directly comparable measure calculated in accordance with GAAP for the
year ended December 31, 2012. Please revise to include the disclosures required by Item
10(e) of Regulation S -K or to remove these non -GAAP measures from your filing.

33. We note that your discussion throughout Management’s Discussion and Analysis is based
on the unaudited pro forma financial statements that give effect to the acquisitions of
Everes t Display, Genesis and Globisens and includes the year ended December 31, 2012.
We further note that you have properly not presented pro forma financial statements for
that period in accordance with Rule 8 -05 of Regulation S -X. Please explain to us in
greater detail why you believe it is appropriate to present MD&A based on pro forma
results for the year ended December 31, 2012 when such pro forma financial statements
are not included in the filing. Otherwise, revise your filing to only discuss the pro form a
financial results for the year ended December 31, 2013 and the six months ended June 30,
2014 and 2013.

Business, page 46

34. Please substantially revise this section to separately provide the information required by
Item 101(a) of Regulation S -K for  your company and for each of your proposed
acquisition candidates .  Your revised disclosure should distinguish between your existing
business (including , for example, your current product offerings, historical development,
property, intellectual property and employees) and that of your acquisition targets.

35. Please  provide, where appropriate, an expanded discussion of your integration strategy.

Competition, page 56

36. Please provide an expanded discussion of the competitive landscape.  Your discussion
should address similar products on the market , market penetration and alternative
competing technologies, if any.

Principal Stockholders, page 62

37. The text of footnote (2) does not seem to relate to the holdings of Mr. Henry Nance.
Please revise or advis e.

Everest Display, Inc.
Audited Financial Statements, page F -15
Note 1.  Nature of Operations, Basis of Presentation and Accounting Policies, page F -20
-Revenue Recognition, page F -6

38. We note from page 6 and throughout the filing that you use resellers a nd distributors to
sell your product.  Please revise your disclosures to describe the key terms of your sales
arrangements for each of the products or groups of similar products you sell.  Please also

Mr. Mark Elliott
Logical Choice Corporation
Decembe r 9, 2014
Page 7

 separately describe these arrangements including any sp ecial pricing incentives, rights of
return or other post -shipment obligations that may exist in these arrangements. Explain at
what point in the earnings process you recognize revenue and tell us how you meet the
criteria in SAB Topic 13 to recognize reven ue at that point.

Note 10.  Commitment and Contingencies, page F -13

39. We note your disclosures related to your trademark agreement with Mr. Myers including
an amendment that you entered into in October 2014.  Please explain to us why you have
included a $2 50,000 intangible, net of accumulated amortization and a corresponding
liability of $250,000 in your consolidated balance sheet.  Explain how an amendment in
October 2014 impacted your financial statements as of and for the year ended December
31, 2013.  C ite the accounting literature relied upon and how you applied it your
situation.

Globisens Ltd.
Audited Financial Statements, page F -42
Report of Independent Public Accounting Firm, page F -42

40. Please have your independent accountants revise its audit report to reference the
Statements of Operations and Comprehensive Income and Statement of Changes in
equity for the years ended December 31, 2013 and 2012 that is included in the filing on
page F -44.  Refer to the guidance in paragraph 8 of AU Section 508 .

Note 8.  Commitments and Pledges, page F -52

41. We note that you have entered into an agreement with an insurance company for
indemnity damages incurred due to a failure of customer debt repayment.  Please revise
the filing to provide more details regardin g this commitment, including any amounts
recorded in your financial statements and how you are accounting for this agreement.

Genesis Collaboration, LLC, page F -55
Audited Financial Statements, page F -62
Note 1.  Organization and Significant Accounting Po licies, page F -67
-Revenue Recognition, page F -68

42. We note from page 6 and throughout the filing that you use resellers and distributors to
sell your product.  Please revise your filing to explain the key terms of your sales
arrangements for each of the pr oducts or grou