February 6, 2020

 

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Attn: Mr. Timothy Buchmiller, Senior Attorney

100 F. Street, N.E.

Washington, D.C. 20549

 

 

Re: Know Labs, Inc. (the “Company”)

Registration Statement on Form S-1

File No. 333-231829

 

Ladies and Gentlemen:

 

In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned respectfully requests that the effective date for the Registration Statement referred to above be accelerated so that it will be declared effective at 9:00 AM Eastern Standard Time on February 7, 2020, or as soon thereafter as is practicable.

 

The Company hereby 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 defence in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 

Very truly yours,

 

KNOW LABS, INC.

 

By: /s/ Ronald P. Erickson

Name: Ronald P. Erickson

Title: Chairman of the Board and Interim Chief Financial Officer

 

cc:  Horwitz + Armstrong, A Prof. Law Corp.

Jessica M. Lockett, Esq.

Lawrence W. Horwitz, Esq.

 

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