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                            November 29, 2022

       Thomas Finke
       Chief Executive Officer
       Adara Acquisition Corp.
       211 East Blvd.
       Charlotte, NC 28203

                                                        Re: Adara Acquisition
Corp.
                                                            Amendment No. 2 to
Registration Statement on Form S-4
                                                            Filed November 8,
2022
                                                            File No. 333-266098

       Dear Thomas Finke:

             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
November 3, 2022 letter.

       Form S-4 Amendment No. 2 filed November 8, 2022

       Certain U.S. Federal Income Tax Considerations of the Redemption and the
Business
       Combination, page 38

   1.                                                   We note your response
to comment 2. Exhibit 8.1 states that the discussion in the Certain
                                                        U.S. Federal Income Tax
Considerations of the Redemption and the Business
                                                        Combination section "is
accurate in all material respects as of the date hereof." As
                                                        requested, please have
counsel revise Exhibit 8.1 to state that the disclosure in such
                                                        section of the
prospectus is counsel's opinion. Refer to Staff Legal Bulletin No. 19,
                                                        III.B.2 for additional
guidance.
 Thomas Finke
FirstName LastNameThomas   Finke
Adara Acquisition Corp.
Comapany 29,
November  NameAdara
              2022    Acquisition Corp.
November
Page 2    29, 2022 Page 2
FirstName LastName
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Liquidity and Capital Resources
Cash Flow, page 180

2.       Refer to your revised disclosure in response to comment 4 regarding
the decrease in cash
         flow for fiscal 2022 due to the increase in inventory resulting in a
higher inventory
         balance at June 30, 2022. You state this was due to pre-holiday
investments of $134
         million made in the first quarter of calendar year 2021. This period
correlates to your
         third quarter of fiscal 2021. However, it does not appear the
inventory balance at your
         fiscal year ended period of June 30, 2021 reflects this investment.
Please clarify the fiscal
         periods impacted by this pre-holiday inventory investment.
General

3.       Please disclose the three Alliance Stockholders who will receive the
Class E common
         stock.
        You may contact Nasreen Mohammed at 202-551-3773 or Doug Jones at
202-551- 3309
if you have questions regarding comments on the financial statements and
related matters. Please
contact Scott Anderegg at 202-551-3342 or Lilyanna Peyser at 202-551-3222 with
any other
questions.



                                                               Sincerely,

                                                               Division of
Corporation Finance
                                                               Office of Trade
& Services