Univest Securities, LLC

75 Rockefeller Plaza, 18C

New York, NY 10019

December 2, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

Attention: Sarah Sidwell

Re: Algorhythm Holdings, Inc.

Registration Statement on Form S-1, as amended

File No. 333-283178

REQUEST FOR ACCELERATION OF EFFECTIVENESS

Requested Date: Wednesday, December 4, 2024

Requested Time: 4:30 p.m., Eastern Time

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), we, the undersigned, as the sole placement agent for the proposed public offering on a best efforts basis of securities of Algorhythm Holdings, Inc. (the “Company”), hereby join the Company’s request that the effective date of the above-referenced registration statement on Form S-1, as amended, be accelerated so that it will be declared effective at 4:30 p.m., Eastern Time, on Wednesday, December 4, 2024, or as soon thereafter as possible.

Pursuant to Rule 460 under the Securities Act, please be advised that we will distribute as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The undersigned advises that it has complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

Very truly yours,
UNIVEST SECURITIES, LLC
By:	/s/ Bradley Richmond
Name:	Bradley Richmond
Title:	Chief Operating Officer