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                             April 8, 2022

       Yftah Ben Yaackov
       Chief Executive Officer
       BYND Cannasoft Enterprises Inc.
       7000 Akko Road
       Kiryat Motzkin
       Israel

                                                        Re: BYND Cannasoft
Enterprises Inc.
                                                            Amendment No. 2 to
Draft Registration Statement on Form 20-F
                                                            Submitted March 22,
2022
                                                            CIK No. 0001888151

       Dear Mr. Ben Yaackov:

              We have reviewed your amended draft registration statement and
have the following
       comment. In our comment, 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 registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe our comment applies to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

             After reviewing the information you provide in response to the
comment and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments. The reference to our prior comment refers to our letter dated
March 14, 2022.

       Amendment No. 2 o Draft Registration Statement on Form 20-F

       General

   1.                                                   We note your response
to prior comment 10 regarding the primary growing license from
                                                        the medical cannabis
unit of the Ministry of Health. We note that Exhibit 4.14 still does
                                                        not list the company,
BYND Israel, or Cannasoft as a licensee or authorized party. While
                                                        you indicate that you
provided the ministry with information of your "related parties," you
                                                        have not indicated
whether you have received approval or pre-approval of the assignment
                                                        to Cannasoft and its
public ownership structure. Please clarify whether such approvals
                                                        have been granted or if
there is uncertainty that they may not be received. Further, your
                                                        response letter
indicates that your Israeli counsel has advised you that any transferree of
 Yftah Ben Yaackov
BYND Cannasoft Enterprises Inc.
April 8, 2022
Page 2
      the entity that holds the license would have a reporting obligation to
the MCU. Your
      disclosure on page 15 appears to broaden this language to apply not just
to transfers of
      shares of Cannasoft, but to shares acquired in BYND Cannasoft through
public market
      purchases. Please disclose what steps the company will take to track
whether any person
      accumulates a five percent interest in the company. Also disclose how the
company will
      meet the other conditions of the license, such as those set forth in
Section 5.6 of Exhibit
      4.14. Lastly, please clarify whether you intend to identify Israeli
counsel who advised you
      and file their consent as an exhibit.
        You may contact Joseph Kempf, Senior Staff Accountant, at (202)
551-3352 or Robert
Littlepage, Accounting Branch Chief, at (202) 551-3361 if you have questions
regarding
comments on the financial statements and related matters. Please contact Edwin
Kim, Staff
Attorney, at (202) 551-3297 or Kathleen Krebs, Special Counsel, at (202)
551-3350 with any
other questions.



                                                           Sincerely,
FirstName LastNameYftah Ben Yaackov
                                                           Division of
Corporation Finance
Comapany NameBYND Cannasoft Enterprises Inc.
                                                           Office of Technology
April 8, 2022 Page 2
cc:       Louis A. Brilleman, Esq.
FirstName LastName