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                               October 20, 2022

       Hiroyuki Sugimoto
       Chairman and Chief Executive Officer
       SYLA Technologies Co., Ltd.
       Ebisu Prime Square Tower 7F, 1-1-39
       Hiroo, Shibuya-ku, Tokyo, Japan

                                                        Re: SYLA Technologies
Co., Ltd.
                                                            Draft Registration
Statement on Form F-1
                                                            Submitted September
26, 2022
                                                            CIK No. 0001946216

       Dear Hiroyuki Sugimoto:

              We have reviewed your draft 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 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 comments apply 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 these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Draft Registration Statement on Form F-1 submitted September 26, 2022

       Cover Page

   1.                                                   We note that you have
checked the Rule 415 box on the outside cover page, yet
                                                        disclosures elsewhere
indicate that this is a firm commitment, underwritten offering.
                                                        Please advise or revise
accordingly.
       Prospectus Summary, page 1

   2.                                                   We note that your
prospectus summary and business sections include several inactive
                                                        URLs. Note that you are
responsible for information on the sites that are accessible
                                                        through the resulting
hyperlinks and you will be subject to the civil liability and antifraud
                                                        provisions of the
federal securities laws with reference to the information contained in the
 Hiroyuki Sugimoto
SYLA Technologies Co., Ltd.
October 20, 2022
Page 2
         linked material. Please see Rule 105(c) of Regulation S-T.
Additionally, please revise
         each cite to clarify what data or other information, if any, you
believe is important for
         investors or revise to remove the URLs. Note that required material
information should
         be included in the registration statement.
3.       We note your disclosure on page 3 that "[you] aim to redirect a
portion of the
         approximately   1,100trillion (approximately US$9.5 trillion) in cash
and deposits
         languishing in Japan to asset management." Please clarify your
disclosure to specifically
         address how you plan to accomplish this aim.
4.       Please clarify whether the target areas for the "SYFORME" brand, which
you indicate
         will be located in close proximity to train stations, are the same as
or differ from the target
         areas identified on page 4 of your prospectus, namely Tokyo, Yokohama
and Kawasaki.
5.       We note your disclosure on page 7 that "[you] expect online
transactions to account for
         90% of [y]our sales in the next fiscal year" and on page 3 that "[you]
believe that the
         online transaction ratio will eventually approach 66%, similar to the
online transaction
         ratio of banks." Please provide your basis of support for these
statements, including a
         timeframe for the term "eventually," and consider including
comparative figures with
         respect to current transactions. We note, in particular, the statement
in the graphic
         included on page 84 of your prospectus that the percentage of online
real estate
         transactions is expected to improve to 30% in ten years.
Selected Consolidated Financial Information and Operating Data
Reconciliation of non-GAAP measures, page 18

6.       We note your non-GAAP measure includes an adjustment for "Other
expenses." Please
         provide us with further description and quantification of the items
included in this
         adjustment line. Additionally, please address your consideration of
Non-GAAP Financial
         Measures Compliance and Disclosure Interpretations, Question 100.01.
Risk Factors, page 21

7.     We note your risk factor disclosure on page 30 that 24.12% of your
revenues in 2021 were
       generated from a single customer and that 16.16% of your total supplies
in 2020 were
       furnished by a single supplier. Please revise your disclosure in the
prospectus to provide
       more details regarding your relationship with this customer and
supplier, including which
       types of services and supplies are provided, the billing method for your
agreements, and
       whether such agreements involve long term contracts or arrangements.
Regarding your
       supplier, please disclose the risks of this reliance and any disruptions
you have
FirstName LastNameHiroyuki Sugimoto
       experienced due to such reliance. Also, please advise us whether you
have any material
Comapany   NameSYLA
       agreements        Technologies
                    with either          Co.,which
                                entity upon   Ltd. you are substantially
dependent. Refer to Item
October601(b)(10)  of Regulation
         20, 2022 Page  2         S-K.
FirstName LastName
 Hiroyuki Sugimoto
FirstName LastNameHiroyuki
SYLA Technologies  Co., Ltd. Sugimoto
Comapany
October 20,NameSYLA
            2022      Technologies Co., Ltd.
October
Page 3 20, 2022 Page 3
FirstName LastName
To a certain extent, we rely on subcontractors, which can expose us to various
liability risks.,
page 28

8.       You state on page 28 that you rely on subcontractors "to a certain
extent." Please revise to
         discuss your reliance on subcontractors in quantified terms. Given
this reliance, it appears
         you should include a discussion of your dependence on subcontractors
in the Business
         description.
Reliance on vendors for products and components for our production of our
crypto mining
machines, many of which are single-source..., page 51

9.       We note your disclosure that certain raw materials related to the
manufacture of your
         products are only available from single-source and limited-source
suppliers.
         Please expand your disclosure here to discuss, if applicable, whether
prices and/or
         availability of raw materials are currently volatile and to name any
principal suppliers.
         See Item 101(h)(4)(v) of Regulation S-K.
Management's Discussion and Analysis of Financial Condition and Results of
Operations, page
67

10.      Revise to discuss any known trends, uncertainties, demands,
commitments, or events that
         are reasonably likely to have a material effect on the company   s net
sales or revenues,
         income from continuing operations, profitability, liquidity or capital
resources, or that
         would cause reported financial information not necessarily to be
indicative of future
         operating results or financial condition. We note your discussion
about the impact of
         COVID-19 on your business, however, please expand your MD&A to
discuss, as
         applicable, the impact of economic conditions, including inflation,
supply chain
         disruptions, and labor shortages. Refer to Item 5.D. of Form 20-F.
11.      We note that your discussion of comparative results of operations does
not fully address
         material changes in financial statement line items for the comparative
periods. Please
         include a quantitative and qualitative description of the reasons and
factors underlying
         material changes, including where material changes within a line item
offset one another.
         In addition, you should remove vague terms such as primarily and
mainly in favor of
         specific quantifications.
Description of Business, page 81

12.      We note your risk factor disclosure regarding patents and licenses you
have filed with the
         Japanese patent office. Please describe the extent to which you are
dependent on patents
         or licenses, industrial, commercial or financial contracts (including
contracts with
         customers or suppliers), where such factors are material to your
business or profitability.
         Refer to Item 4.B.6. of Form 20-F.
13.      We note your risk factor disclosure on page 50 that your business
experiences seasonality
         in customers booking projects at the end of the calendar year. Please
include a description
 Hiroyuki Sugimoto
FirstName LastNameHiroyuki
SYLA Technologies  Co., Ltd. Sugimoto
Comapany
October 20,NameSYLA
            2022      Technologies Co., Ltd.
October
Page 4 20, 2022 Page 4
FirstName LastName
         of this seasonality. Refer to Item 4.B.3. of Form 20-F.
14.      With respect to the graphic on page 84, please clarify what is meant
by transactions
         involving "securities" and consider providing a more recent figure for
comparison than
         2018, if available. Clarify which dates relate to which statistics and
explain how the
         percentage of online real estates transactions was less than zero.
15.      We note that the sales and marketing graphic provided on page 95 and
the customers
         graphic on page 97 of your prospectus contain references to the asset
management
         platforms in Japanese. Please revise to add the English translation
next to each use.
16.      Please provide additional details regarding your alliance with Rakuten
Group, Inc. Clarify
         to what extent your 186,000 members as of September 2022 are derived
from the
         marketing program associated with Rakuten Group, Inc. Please describe
the nature of the
         program, including how it achieves traffic between Rakuten Group and
Rimawari-kun,
         how Rakuten points are converted into Rimawari-kun coins, and what
constitutes a
         Rimawari-kun coin.
17.      We note your references to "registered members." Please disclose
whether there are any
         fees associated with being a registered member. Clarify whether end
users must be
         registered in order to access your products and services. In addition,
disclose the dates
         and sources for the statistics you cite on page 85 with regard to
Fundrise and
         RealtyMogul.
18.      For each of the Key Performance Indicators (KPIs) that you have set to
achieve within
         approximately the next two months, or by December 2022, please clarify
whether you
         currently expect to achieve those KPIs. To the extent your achievement
of the KPIs
         depends on one or more key factors, or you have identified challenges
to achieving the
         KPIs, please include a discussion of those factors and/or challenges.
19.      Please provide additional disclosure clarifying the distinctions
between the asset
         management platform systems "Rimawari-kun" and "Rimawari-kun Pro." In
addition,
         expand your discussion of the Rimawari-kun Pro platform. For instance,
please explain
         how the platforms differ with respect to factors such as membership,
properties available
         on the platform, and other key functions. Consider including a
side-by-side table or
         graphic comparing the offerings of each. Are any customers of one
platform also
         customers of the other? How does the "Pro" platform enable access to
"merchandise that
         would normally be difficult to distribute in the market" and describe
the "merchandise"
         and the difficulty with distribution. How are the two platforms linked
as described at the
         top of page 88?
Description of Business
Description of our Businesses, page 85

20.      We note your disclosure of various KPIs on pages 85 to 87. Please tell
us your basis for
         including the various projections and the assumptions used. Tell us
how you considered
 Hiroyuki Sugimoto
SYLA Technologies Co., Ltd.
October 20, 2022
Page 5
      which projections to include for your various businesses. We refer you to
the guidance in
      Section 229.10(b)(1) and (2) of Regulation S-K.
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS
Reorganization, page F-7

21.   We note your disclosure stating that the financial statements have been
prepared using a
      "carve-out basis" to present the historical financial position and
results of operations for
      your company. Please explain to us how you determined it is appropriate
to exclude the
      four divested companies from your consolidated financial statements.
Also, provide us
      with the accounting guidance you relied on for this presentation.
General

22.   Please define acronyms and other terms when first used. For example, the
acronym
      "GPU" is used on pages 2 and 5, but is defined on page 12 of your
prospectus. In
      addition, we note your use of various customer brackets in the summary
and throughout
      the prospectus, including "upper-mass bracket," "mass bracket," and
"semi-affluent
      bracket," some of which are defined on page 95.
23.   We note your references to the metaverse on pages 70 and 104 and your
plans to launch
      Rimawari-kun Town in November 2022. Please tell us and provide expanded
disclosure
      about how your business will be conducted in the metaverse, what
Rimawari-kun Town is
      and how it operates, and how Rimawari-kun coins will be generated and
used. From your
      disclosure, it appears that customers can use Rimawari-kun coins to
invest in projects
      within the Rimawari-kun platform. Clarify whether your plans to use
augmented
      reality/virtual reality with respect to Rimawari-kun Town relate in any
way to the use of
      virtual properties. We may have further comments.
       You may contact Babette Cooper at 202-551-3396 or Isaac Esquivel at
202-551-3395 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Isabel Rivera at 202-551-3518 or Maryse Mills-Apenteng at 202-551-3457
with any
other questions.



                                                             Sincerely,
FirstName LastNameHiroyuki Sugimoto
                                                             Division of
Corporation Finance
Comapany NameSYLA Technologies Co., Ltd.
                                                             Office of Real
Estate & Construction
October 20, 2022 Page 5
cc:       Craig D. Linder, Esq.
FirstName LastName