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                             April 25, 2022

       Brian Foote
       Chief Executive Officer
       Humbl, Inc.
       600 B Street, Suite 300
       San Diego, California 92101

                                                        Re: HUMBL, Inc.
                                                            Amendment No. 3 to
Registration Statement on Form S-1
                                                            Filed April 11,
2022
                                                            File No. 333-261403

       Dear Mr. Foote:

             We have reviewed your amended 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 amending your registration
statement and providing the
       requested information. 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 any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.
Unless we note
       otherwise, our references to prior comments are to comments in our March
17, 2022 letter.

       Amendment No. 3 to Registration Statement on Form S-1 Filed April 11,
2022

       HUMBL, Inc. Consolidated Financial Statements for the Years Ended
December 31, 2021 and
       2020
       Notes to Consolidated Financial Statements
       Note 12. Stockholders' Equity (Deficit), page F-26

   1.                                                   Regarding warrants
issued for services, please disclose the method used to estimate the
                                                        fair value of the
awards and the significant assumptions used to determine the weighted-
                                                        average fair values.
Regarding both warrants and options issued for services, disclose the
                                                        total compensation cost
related to nonvested awards not yet recognized and the weighted-
                                                        average period over
which it is expected to be recognized. Refer to ASC 718-10-50-1 and
                                                        50-2.
 Brian Foote
Humbl, Inc.
April 25, 2022
Page 2
Note 17. Subsequent Events, page F-34

2.    Please provide a detailed analysis of how you concluded that the
BizSecure acquisition
      was an asset purchase rather than the purchase of a business under both
ASC 805 and
      Rule 11-01(d) of Regulation S-X.
       You may contact Robert Shapiro at 202-551-3273 or Adam Phippen at
202-551-3336 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Brian Fetterolf at 202-551-6613 or Mara Ransom at 202-551-3264 with any
other
questions.



                                                          Sincerely,
FirstName LastNameBrian Foote
                                                          Division of
Corporation Finance
Comapany NameHumbl, Inc.
                                                          Office of Trade &
Services
April 25, 2022 Page 2
cc:       Ernest Stern
FirstName LastName