December 18, 2018

Brent Willson
President and Chief Executive Officer
NeoVolta Inc.
7660-H Fay Avenue #359
La Jolla, CA 92037

       Re: NeoVolta Inc.
           Amendment No. 1 to
           Draft Offering Statement on Form 1-A
           Submitted December 7, 2018
           CIK No. 0001748137

Dear Mr. Willson:

      We have reviewed your amended draft offering 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 offering statement or publicly filing your offering 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
any amendment
to your draft offering statement or filed offering statement and the
information you provide in
response to these comments, we may have additional comments.

Draft Offering Statement on Form 1-A Amended December 7, 2018

NeoVolta NV14, page 17

1.     We note your revisions in response to prior comment 6. Please further
revise to clarify
       how discharing your product's batteries rather than sending excess power
to the grid will
       help customers to consume "electricity at the lowest rates possible."
Also, if your product
       will only recharge its batteries during daylight, ensure your disclosure
clearly states this
       and discusses any limitations when compared with competing technologies.
Governmental Regulation, page 22

2.     Please expand your revisions in response to prior comment 7 to clarify
whether your
       product as assembled must be compliant with Underwriters Laboratories
standards and if
       so, whether that has been achieved. Also, please expand your disclosure
in this section to
 Brent Willson
NeoVolta Inc.
December 18, 2018
Page 2
      clarify what additional steps must be taken to obtain the certifications
needed to sell your
      product and how much capital will be required to obtain these
certifications. For example,
      your disclosure should address the body or bodies to which you have
applied for
      certifications and what obtaining certification from those entities means
for your
      commercial prospects.
Rule 144, page 35

3.    We note your response to prior comment 9. Please expand to clarify how
Rule 144
      applies to potential future sales, particularly Rule 144(c)'s
requirements related to
      publicly available information. Include in your response what information
you intend to
      file after qualification of this Form 1-A. Also, we may have further
comment when you
      provide the requested exhibits and disclosure discussed in prior comment
9's second
      sentence.
       You may contact Eric Atallah at 202-551-3663 or Lynn Dicker, Senior
Accountant, at
202-551-3616 if you have questions regarding comments on the financial
statements and related
matters. Please contact Caleb French at 202-551-6947 or Geoff Kruczek, Senior
Attorney, at
202-551-3641 with any other questions.



                                                            Sincerely,
FirstName LastNameBrent Willson
                                                            Division of
Corporation Finance
Comapany NameNeoVolta Inc.
                                                            Office of
Electronics and Machinery
December 18, 2018 Page 2
cc:       Cavas S. Pavri, Esq.
FirstName LastName