AGRIFORCE GROWING SYSTEMS, LTD.

300 – 2233 Columbia Street

Vancouver, BC, Canada V5Y 0M6

Canada

 

August 11, 2022

 

VIA EDGAR

 

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street N.E.

Washington, D.C. 20549

 

Re: AgriForce Growing Systems, Ltd.
  Registration Statement on Form S-3
  File No. 333-266722
  REQUEST FOR ACCELERATION OF EFFECTIVENESS

 

Gentlepersons:

 

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, AgriForce Growing Systems, Ltd. (the “Registrant”) hereby respectfully requests acceleration of the effective date of its Registration Statement on Form S-3 (File No. 333-266722), as amended (the “Registration Statement”), so that it may become effective at 10:00 a.m. Eastern Time on Monday, August 15, 2022, or as soon as practicable thereafter.

 

The Registrant hereby authorizes Jolie Kahn, Esq., to orally modify or withdraw this request for acceleration.

 

We respectfully request that we be notified of such effectiveness by a telephone call to Ms. Kahn at (516) 217-6379.

 

  Very truly yours,
   
  AGRIFORCE GROWING SYSTEMS, LTD.
   
  /s/ Ingo Mueller
  Ingo Mueller
  Chief Executive Officer