Alliance BioEnergy Plus, Inc.

3710 Buckeye Street

Suite 120

Palm Beach Gardens, FL 33410

May 19, 2021

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporate Finance

Office of Life Sciences

100 F Street, N.E.

Washington, D.C. 20549

Attn: Joe McCann

Re:	Alliance BioEnergy Plus, Inc.
	Registration Statement on Form 10-12G/A (Fourth Amendment)
	Filed April 23, 2021
	File No. 000-54942

Ladies and Gentlemen:

On behalf of the Company, we are responding to oral comments from Joe McCann relative to the disclosure of the terms of a License Agreement between the Company and Vertimass, LLC (“Vertimass”).

Further to our telephone conversation with the Commission today, we advise that the Company does not consider this License Agreement to be material as there will be no impact on the Company’s financial results on either a current or near-term basis. The Company will continue to periodically assess the materiality of the License on a going forward basis and will base its future disclosures on such assessments.

On behalf of the Company, we acknowledge 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 staff comments and 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.

Very truly yours,
Alliance BioEnergy Plus, Inc.
By:	/s/ Benjamin Slager
	Benjamin Slager
	Chief Executive Officer

cc: Robert L. B. Diener, Esq.