TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo June 8, 2023 Adam Michaels Chief Executive Officer MamaMancini s Holdings, Inc. 25 Branca Road East Rutherford, NJ 07073 Re: MamaMancini s Holdings, Inc. Registration Statement on Form S-3 Filed June 2, 2023 File No. 333-272398 Dear Adam Michaels: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Patrick Fullem at (202) 551-8337 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing cc: Robert L. B. Diener, Esq.