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                             April 17, 2023

       Jay Puchir
       Chief Executive Officer
       White River Energy Corp.
       609 W/ Dickson St., Suite 102 G
       Fayetteville, AR 72701

                                                        Re: White River Energy
Corp.
                                                            Amendment No. 4 to
Registration Statement on Form S-1
                                                            Filed March 29,
2023
                                                            File No. 333-268707

       Dear Jay Puchir:

             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 March
24, 2023 letter.

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

       Unaudited Pro Forma Condensed Consolidated Financial Statements, page 29

   1.                                                   We note your
introductory language explaining that the pro forma balance sheet "gives
                                                        effect to the related
transactions described below as if they had occurred on December 31,
                                                        2022" and that
adjustments in the pro forma Statements of Operations "...assume that the
                                                        related transactions
occurred as of April 1, 2021."

                                                        However, you have not
described the particular transactions for which pro forma effect is
                                                        being given, identified
the entities involved, or provided an explanation of what the pro
                                                        forma presentation
shows, all of which are required in the introductory language pursuant
                                                        to Rule 11-02(a)(2) of
Regulation S-X.
 Jay Puchir
FirstName
White RiverLastNameJay
              Energy Corp.Puchir
Comapany
April       NameWhite River Energy Corp.
       17, 2023
April 217, 2023 Page 2
Page
FirstName LastName
         Please revise to provide these details and also revise any language
referring to adjustments
         that do not exist in your presentation to clarify and correspond with
your presentation. The
         column headers should also be revised to clearly identify the entities
that are associated
         with the numerical historical data.
2.       We note that you present the account balances and activity of White
River Holdings Corp
         in the pro forma financial statements that are intended to illustrate
the effects of your
         reverse merger, although you do not include any corresponding accounts
of Fortium
         Holdings Corp., the entity that you have identified as the accounting
target, or any pro
         forma adjustments pertaining to the merger that would be incremental
to the adjustment
         for the pending conversion of preferred to common shares.

         Please revise as necessary to illustrate the acquisition and to
include any adjustments that
         are necessary to reflect your disposal of the business acquired, which
you indicate was
         comprised of Norr and Elysian on page F-35.

         Your disclosures under this heading and in the corresponding section
of your interim
         financial statements should clearly convey the reasons for your
decision to sell the
         business and details concerning your valuation, accounting and
presentation in the
         financial statements.
3.       Given that you report having completed the reverse merger on July 25,
2022 and are
         presenting interim financial statements through December 31, 2022,
please explain to us
         the utility or rationale for your pro forma balance sheet
presentation, and how you
         considered the guidance in Rule 11-02(c)(1) of Regulation S-X.
Properties
Oil and Natural Gas Reserves, page 57

4.       We note the revisions made in response to prior comment number five.
Your revised
         presentation includes footnote 4, which describes PV-10. However, your
presentation
         does not include a line item titled "PV-10", so the purpose of this
footnote is not clear.
         Separately, the reference to footnote 4 appears next to the line item
titled "10% annual
         discount for estimated timing of cash flows", and not a presentation
of PV-10. Revise
         your presentation so that the footnotes describe items actually
presented and are
         referenced to the proper line items.

Description of Our Securities, page 83
Series A Preferred Stock, page 84

5.       Please address the inconsistency between your disclosure in the third
paragraph on page
         84, indicating the 1,200 Series A preferred shares will convert into
42,254,521 shares of
         common stock, with disclosures elsewhere in the filing indicating the
shares will convert
         into 42,253,521 common shares.
 Jay Puchir
FirstName
White RiverLastNameJay
              Energy Corp.Puchir
Comapany
April       NameWhite River Energy Corp.
       17, 2023
April 317, 2023 Page 3
Page
FirstName LastName
Financial Statements
Consolidated Balance Sheets, page F-3

6.       Please correct your references to the number of preferred and common
shares that are
         considered to be authorized, issued and outstanding as of end of each
period presented on
         a recast basis.

         Please coordinate with your auditor where revisions to the audited
financial statements are
         necessary as you will need to obtain and file an updated audit opinion
that encompasses
         these revisions.
Change in Standardized Measure of Discounted Future Net Cash Flow, page F-22

7.       We have read your response to prior comment 7 and note your
explanation of the
         increased Commission oil price; however, the change due to increased
price should be
         captured in the line item    Net Change in Prices and Production
Costs.    The line item
            Revisions of Previous Quantity Estimates    is calculated by
multiplying the    Revision of
         Previous Estimates    in proved reserves of negative 21,570 barrels
times the average price
         at year-end 2022. Please revise your disclosure to reconcile these
items. See FASB ASC
         paragraph 932-235-50-35.
Note 2 - Merger, page F-34

8.       Tell us your rationale in presenting the pro forma balance sheet under
this heading and
         clarify the meaning of your present disclosure stating this
"...reflects the details of the
         March 31, 2022 consolidated balance sheet as presented in the Company
 s financial
         statements as a result of the share exchange." Also address the
disclosure requirements in
         FASB ASC 805-10-50-2(h)(3).
Note 20 - Subsequent Events, page F-53

9.       We note your disclosure concerning rights to participate in your oil
and gas exploration
         and drilling ventures that were granted to "Ault" in July 2022, having
an exercise price of
         $3.25 million. You associate "Ault" with Ault Alliance, Inc. on page
36, Ault Energy,
         LLC on pages 49, 50 and 61, and Ault Lending, LLC in the Form 8-K and
Form 8-K/A
         that you filed on April 6, 2023 and April 7, 2023, to report certain
details regarding the
         arrangement.

         Please revise disclosures throughout the filing as necessary to
utilize distinct and
         consistent abbreviations for the counterparties being referenced and
to explain how these
         entities are related; the identity of the counterparties and any
affiliations between the
         counterparties should be clear.

         You indicate that Ault "exercised" these rights but did not make the
specified payment.
         You further explain that Ault now owes you $3.25 million but will not
pay you $3.25
         million; although your parent Ecoark Holdings, Inc., now known as
BitNile Metaverse,
 Jay Puchir
FirstName
White RiverLastNameJay
              Energy Corp.Puchir
Comapany
April       NameWhite River Energy Corp.
       17, 2023
April 417, 2023 Page 4
Page
FirstName LastName
         Inc., will pay this amount on behalf of Ault.

         Please expand your disclosure to fully describe the participation
rights that you conveyed,
         including the properties or projects involved, explain how the
purchase or exercise price
         was established, and how the transaction was considered to be complete
without securing
         payment. Also disclose any provisions governing recourse, including
retention or recovery
         of the rights, in the event that you are unable to collect.

         If you plan to report the unpaid amount as an asset, also submit the
analysis that you
         performed of the contractual arrangement and the accounting standards
that you believe
         would apply in formulating your view. Please file the agreement as an
exhibit to comply
         with Item 601(b)(10) of Regulation S-K.
General

10.      We note you disclose that you entered into securities purchase
agreements in March 2023
         for the purchase of 24.28 Units for a total purchase price of $607,000
on the same terms as
         the PIPE Offering. We further note that each Unit consists of one
share of Series C and
         five-year Warrants and that shares of the Series C will automatically
convert into shares of
         common stock upon the effectiveness of this registration statement.
Please revise the
         number of shares outstanding following this offering to reflect the
number of shares to be
         issued upon conversion of the Series C. In addition, please clarify
how such Units were
         purchased on the same terms as the PIPE Offering given your disclosure
on page 26 that
         the underlying common stock and Warrants are not offered by this
prospectus.
11.      We note your response to prior comment 10. You state that, between
March 2020 and
         February 2022, you were a transient investment company and relied on
Rule 3a-2 under
         the Investment Company Act of 1940 (   Investment Company Act   ).
Please provide
         further information on your compliance with such rule. In your
response, please include
         (i) a copy of the resolution made by your board of directors pursuant
to Rule 3a-2(a)(2),
         (ii) the date on which such resolution was recorded contemporaneously
in your minute
         books, and (iii) the date on which the one-year period commenced
pursuant to Rule 3a-
         2(b).
12.      Please update your disclosure to specifically address your previous
reliance on Rule 3a-2,
         as well as the Company   s failure to adhere to the requirements of
the rule. Please also
         describe and address the risks related to operation as a    transient
investment company
         outside the time period provided by Rule 3a-2, including those related
to operation of an
         unregistered investment company.
13.      Please provide further legal analysis regarding whether White River
Holdings Corp. meets
         the definition of an    investment company    under Section 3(a)(1)(A)
of the Investment
         Company Act. In your response, please address, in detail, each of the
factors outlined in
         Tonapah Mining Company of Nevada, 26 SEC 426 (1947) and provide legal
and factual
         support for your analysis of each such factor. In particular, please
ensure that you address
 Jay Puchir
White River Energy Corp.
April 17, 2023
Page 5
      the historical development of White River Holdings Corp.
14.   We note your response to prior comment 11. Please provide, for the
Company and each
      subsidiary, all relevant calculations under Section 3(a)(1)(C) of the
Investment Company
      Act on an unconsolidated basis, identifying each constituent part of the
numerator(s) and
      denominator(s). In your response, please identify the value, as that term
is defined in
      section 2(a)(41) of the Investment Company Act, of the interests held by
each company in
      its direct subsidiaries. This response should identify the value of the
specific asset (e.g.,
      common shares) representing ownership interests in these subsidiaries. In
addition, in your
      response, please explain your basis for considering goodwill to be an
asset, on an
      unconsolidated basis, separate from and in addition to the interests in
the related
      subsidiary.
15.   We note your response to prior comment 12. To the extent the Company or
any of your
      subsidiaries can rely on Section 3(c)(9) of the Investment Company Act,
please provide
      detailed legal analysis for each such entity.
        You may contact Lily Dang, Staff Accountant, at (202) 551-3867 or Karl
Hiller,
Accounting Branch Chief, at (202) 551-3686 if you have questions regarding
comments on the
financial statements and related matters. You may contact Sandra Wall,
Petroleum Engineer, at
(202) 551-4727 with questions regarding the engineering comments. Please
contact Liz
Packebusch, Staff Attorney, at (202) 551-8749 or Karina Dorin, Staff Attorney,
at (202) 551-
3763 with any other questions.



                                                            Sincerely,
FirstName LastNameJay Puchir
                                                            Division of
Corporation Finance
Comapany NameWhite River Energy Corp.
                                                            Office of Energy &
Transportation
April 17, 2023 Page 5
cc:       Michael D. Harris, Esq.
FirstName LastName