CORRESP 1 filename1.htm

 

SITO Mobile, Ltd.

100 Town Square Place, Suite 204

Jersey City, NJ 07310

 

August 25, 2016

 

EDGAR

 

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 

  Re: SITO Mobile, Ltd.

Registration Statement on Form S-3

File No. 333-213221

 

Ladies and Gentlemen:

 

Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, SITO Mobile, Ltd. (the “Company”) respectfully requests that the effective date of the registration statement referred to above be accelerated so that it will become effective at 4:00 p.m., Eastern Time, on August 29, 2016, or as soon thereafter as possible.

 

The Company hereby acknowledges the following:

 

that should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
   
the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
   
the Company may not assert the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 

  SITO Mobile, Ltd.
   
  By: /s/ Jerry Hug
  Name:  Jerry Hug
  Title:  Chief Executive Officer