TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo August 4, 2022 Edwin Sapienza Chief Financial Officer Kaspien Holdings Inc. 2818 N. Sullivan Rd. Ste 130 Spokane Valley, WA 99216 Re: Kaspien Holdings Inc. Registration Statement on Form S-1 Filed July 29, 2022 File No. 333-266381 Dear Mr. Sapienza: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. 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. Please contact Janice Adeloye at 202-551-3034 or Donald Field at 202-551-3680 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services