0001663577-20-000345.txt : 20201103 0001663577-20-000345.hdr.sgml : 20201103 20200930105829 ACCESSION NUMBER: 0001663577-20-000345 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200930 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLEANSPARK, INC. CENTRAL INDEX KEY: 0000827876 STANDARD INDUSTRIAL CLASSIFICATION: COGENERATION SERVICES & SMALL POWER PRODUCERS [4991] IRS NUMBER: 870449945 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 1185 SOUTH 1800 WEST, SUITE 3 CITY: WOODS CROSS STATE: UT ZIP: 84087 BUSINESS PHONE: (702) 941-8047 MAIL ADDRESS: STREET 1: 1185 SOUTH 1800 WEST, SUITE 3 CITY: WOODS CROSS STATE: UT ZIP: 84087 FORMER COMPANY: FORMER CONFORMED NAME: STRATEAN INC. DATE OF NAME CHANGE: 20141201 FORMER COMPANY: FORMER CONFORMED NAME: SMARTDATA CORP DATE OF NAME CHANGE: 19880120 CORRESP 1 filename1.htm

CleanSpark, Inc.

1185 South 1800 West, Suite 3

Woods Cross, Utah 84087

September 30, 2020

VIA EDGAR

Division of Corporation Finance
Office of Energy & Transportation

U.S. Securities & Exchange Commission (the “Commission”)

100 F Street, N.E.

Washington, D.C. 20549


Attention:		Timothy S. Levenberg


Re:	CleanSpark, Inc.
	Registration Statement on Form S-3 Filed September 23, 2020
	File No. 333-248975

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, CleanSpark, Inc. (the “Company”) hereby requests that the effective date for the above-referenced Registration Statement on Form S-3 (File No. 333-248975) be accelerated so that it will be declared effective at 5:00 PM Eastern Standard Time on October 2, 2020, or as soon thereafter as is practicable.

The undersigned, on behalf of the Company, acknowledges the following:

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

Sincerely,

CLEANSPARK, INC.

/s/ Zachary K. Bradford

Zachary K. Bradford

President and Chief Executive Officer