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                            January 25, 2023

       Kevin Wirges
       Chief Financial Officer and Treasurer
       CareMax, Inc.
       1000 NW 57th Court, Suite 400
       Miami, Florida 33126

                                                        Re: CareMax, Inc.
                                                            Form 10-K for the
Year Ended December 31, 2021
                                                            Form 10-Q for the
Period Ended September 30, 2022
                                                            Correspondence
Letter dated January 17, 2023
                                                            File No. 1-39391

       Dear Kevin Wirges:

              We have reviewed your January 17, 2023 response to our comment
letter 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 these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

            After reviewing your response to these comments, we may have
additional
       comments. Unless we note otherwise, our references to prior comments are
to comments in our
       December 16, 2022 letter.

       Form 10-K for the Year Ended December 31, 2021

       EBITDA and Adjusted EBITDA, page 44

   1.                                                   We note your response
to comment 2. The pro forma adjustment includes Adjusted
                                                        EBITDA amounts to give
effect to the Business Combinations of IMC and Care Holdings
                                                        as if they had occurred
on January 1, 2021. Please provide a reconciliation of net income
                                                        (loss) to Adjusted
EBITDA for these acquisitions. In addition, textually describe the
                                                        nature of the other pro
forma adjustments included in your determination of your pro
                                                        forma adjustments.
   2.                                                   We note your response
to comment 3. Based on the guidance in Question 100.01 of
                                                        the Non-GAAP Financial
Measures Compliance & Disclosure Interpretations as updated
 Kevin Wirges
CareMax, Inc.
January 25, 2023
Page 2
         December 13, 2022, it is unclear how the costs included in adjustments
3 and 4 would not
         be considered normal, recurring, cash operating expenses necessary to
operate your
         business. Please note that while new center openings may only be
occurring occasionally
         at irregular intervals, they would still be considered part of normal
operations. Please
         provide us with a breakdown of the types of costs that are included in
each adjustment and
         describe and quantify each material component. With reference to the
material
         components, please reassess the guidance in Question 100.01.

Non-GAAP Operating Metrics, page 45

3.       We note your response and proposed revised disclosures in response to
prior comments 4
         and 5 and have the following comments:
             Please refer to Platform Contribution as pro forma Platform
Contribution in periods
             in which you have presented this measure in a manner consistent
with Article 8 of
             Regulation S-X;
             Please separately identify your pro forma adjustments from your
"other
             adjustments". Explain the nature and corresponding amount of each
material
             adjustment;
             You disclose in the headnote to your reconciliation of gross
profit to Platform
             Contribution that gross profit is defined as total revenue less
external provider costs.
             Please explain how your gross profit is calculated in accordance
with GAAP. In this
             regard, any gross profit measure should be "fully loaded" to
include all costs
             attributable to the generation of revenues, including depreciation
and amortization
             expenses related to revenue-generating long-lived and intangible
assets; and
             We note your disclosures elsewhere in your filing, including page
5, that Platform
             Contribution is revenue less external provider costs and cost of
care (excluding
             depreciation and amortization). If this is correct, then it would
appear that your
             reconciliation of Gross Profit to pro forma Platform Contribution
would only reflect
             adjustments for depreciation and amortization, pro forma
adjustments and other
             adjustments. Please advise or revise.

       You may contact Nudrat Salik at 202-551-3692 or Jeanne Baker at
202-551-3691 if you
have questions regarding comments on the financial statements and related
matters.



                                                               Sincerely,
FirstName LastNameKevin Wirges
                                                               Division of
Corporation Finance
Comapany NameCareMax, Inc.
                                                               Office of
Industrial Applications and
January 25, 2023 Page 2                                        Services
FirstName LastName