August 8, 2024

Brian Parisi
Chief Financial Officer
Kartoon Studios, Inc.
190 N. Canon Drive, 4th Floor
Beverly Hills, CA 90210

        Re: Kartoon Studios, Inc.
            Form 10-K for the Year Ended December 31, 2023
            Response dated July 23, 2024
            File No. 001-37950
Dear Brian Parisi:

       We have reviewed your July 23, 2024 response to our comment letter and
have the
following comment(s).

       Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

        After reviewing your response to this letter, we may have additional
comments. Unless we
note otherwise, any references to prior comments are to comments in our July 1,
2024 letter.

Form 10-K for the Year Ended December 31, 2023
Item 9A. Controls and Procedures, page 38

1.      We note your response to prior comment 1. SEC Release No. 33-8238
Section II, D states
           [w]e agree that some components of internal control over financial
reporting will be
        included in disclosure controls and procedures for all companies. In
particular, disclosure
        controls and procedures will include those components of internal
control over financial
        reporting that provide reasonable assurances that transactions are
recorded as necessary to
        permit preparation of financial statements in accordance with generally
accepted
        accounting principles". The nature of your material weakness led to an
inappropriate
        application of generally accepted accounting principles and thus a
restatement. Per the
        release noted above, the deficient controls relate to an aspect of
internal control over
        financial reporting that is also a part of disclosure controls and
procedures. Please revise
        to conclude that your disclosure controls and procedures were not
effective, or further
        explain.
 August 8, 2024
Page 2

       Please contact Nasreen Mohammed at 202-551-3773 or Joel Parker at
202-551-3651 if
you have questions regarding comments on the financial statements and related
matters.



                                                       Sincerely,

                                                       Division of Corporation
Finance
                                                       Office of Trade &
Services