Level Brands, Inc.
4521 Sharon Road, Suite 450
Charlotte, NC 28211
Writer’s Direct Line (704) 362-6345
'CORRESP'
April 5,
2019
Division
of Corporation Finance
United
States Securities and Exchange Commission
100 F
Street N.E.
Washington,
DC 20549
Attention:
Jay E. Ingram,
Legal Branch Chief
Sergio
Chinos, Staff Attorney
Re:
Level
Brands, Inc. (the "Company")
Registration
Statement on Form S-3
Filed
December 13, 2018, as amended
on
April 4, 2019
File
No. 333-228773
Ladies
and Gentlemen:
Pursuant to Rule 461 under the Securities Act of
1933, as amended (the “Securities
Act”), the Company hereby
requests that the effective date of the above-referenced
registration statement (the “Registration
Statement”) be
accelerated to Tuesday, April 9, 2019, at 5:00 p.m., Eastern time,
or as soon thereafter as practicable. In making this acceleration
request, the Company acknowledges that it is aware of its
responsibilities under the Securities Act.
Once
the Registration Statement is effective, please orally confirm the
event with our counsel Pearlman Law Group LLP by calling Brian A.
Pearlman, Esq. at (954) 632-4564.
Thank
you.
Sincerely,
/s/
Mark S.
Elliott
Mark S.
Elliott
Chief
Financial Officer and Chief Operating Officer
cc:
Brian A. Pearlman,
Esq.