SOCIAL REALITY, INC.
May 24, 2018
Joshua Shainess
Attorney-Adviser
Division of Corporate Finance
United States Securities and Exchange Commission
Washington, DC 20549
RE:
Social Reality, Inc.
Registration Statement on Form S-3
Initially Filed December 8, 2017, and as amended on May 24, 2018
File No. 333-221970
Dear Mr. Shainess:
Pursuant to our telephonic conversation with your office, we were informed that the above referenced filing had no further comments from the Commission. Please be advised that Social Reality, Inc. hereby requests that the above referenced registration statement be declared effective at 12:00 p.m. EST, on Friday, May 25, 2018 or as soon as practicable thereafter.
We hereby acknowledge that:
1.
should the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, such action will not foreclose the Commission from taking any action with respect to the filing;
2.
the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, will not relieve the Issuer from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
3.
The Issuer 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, |
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| /s/ Christopher Miglino |
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| Christopher Miglino |
| Chief Executive Officer |
