September 24, 2018

Mark S. Elliott
Chief Financial Officer/Chief Operating Officer
Level Brands, Inc.
4521 Sharon Road, Suite 450
Charlotte, NC 28211

       Re: Level Brands, Inc.
           Draft Registration Statement
           Submitted September 11, 2018
           CIK 0001644903

Dear Mr. Elliott:

       We have limited our review of your registration statement to those
issues that we have
addressed in our comments. In some of our comments we may ask you to provide us
information so that 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 that 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.

Draft Registration Statement submitted September 11, 2018

General

1.     Because you are ineligible to conduct an at the market offering under
Rule 415(a)(4) of
       Regulation C, your offering must be conducted at a fixed price for the
duration of the
       offering. Please confirm your understanding. In addition, please amend
the registration
       statement to include all non-430A information before requesting
effectiveness of the
       registration statement.
        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.
 Mark S. Elliott
Level Brands, Inc.
September 24, 2018
Page 2

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment before the requested effective date of the
registration
statement.

       You may contact Edward M. Kelly, Senior Counsel, at (202) 551-3728 or
Jay E. Ingram,
Legal Branch Chief, at (202) 551-3397 with questions.



                                                          Sincerely,
FirstName LastNameMark S. Elliott
                                                          Division of
Corporation Finance
Comapany NameLevel Brands, Inc.
                                                          Office of
Manufacturing and
September 24, 2018 Page 2                                 Construction
FirstName LastName