CORRESP 1 filename1.htm

 

SMARTMETRIC, INC.

3960 Howard Hughes Parkway, Suite 500

Las Vegas, Nevada 89169

 

November 1, 2023

 

VIA EDGAR

 

Office of Manufacturing

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 

Re:SmartMetric, Inc. (the “Company”)

Post-Qualification Amendment No. 2 to

Offering Statement on Form 1-A Filed

October 20, 2023 (the “Offering Statement”)

Commission File No. 024-12245

 

Ladies and Gentlemen:

 

On behalf of the Company, I respectfully request that the qualification date of the Offering Statement be accelerated and that the Offering Statement be declared qualified November 3, 2023, at 9:00 a.m. EST, or as soon thereafter as is reasonably practicable.

 

In making this request, the Company represents that the Offering Statement will be approved in the State of Colorado, upon qualification by the Securities and Exchange Commission (the “Commission”), and acknowledges the following:

 

-should the Commission or the Staff, acting pursuant to delegated authority, declare the filing qualified, 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, to declare the filing qualified does not relieve the Company from its full responsibility for the adequacy and accuracy of disclosure in the filing; and

 

-the Company may not assert staff comments and/or qualification as a defense in any proceeding initiated by the Commission or any person under the federal securities law of the United States.

 

Very truly yours,

 

/s/ Chaya Hendrick  
Chaya Hendrick  
Chief Executive Officer  
SmartMetric, Inc.