December 20, 2018

Scott Stoegbauer
Chief Executive Officer
CannAwake Corporation
HCI Box 360
107355 Nipton Road
Nipton, California 92364

       Re: CannAwake Corporation
           Item 4.02 Form 8-K
           Filed December 12, 2018
           File No. 0-30563

Dear Mr. Stoegbauer:

       We have reviewed your filing 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 these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to these comments, we may have additional
comments.

Item 4.02 Form 8-K Filed December 12, 2018

Item 4.02 - Non Reliance on Previously Issued Financial Statements or a Related
Audit Report or
Completed Interim Review, page 1

1.    We note that you determined that the financial statements originally
filed in your 2018
      second quarterly report should not be relied upon due to errors in your
accounting for a
      deemed dividend on Series A preferred stock after being advised by your
auditor to
      reevaluate your accounting and to consider restating your financial
statements.

      Under these circumstances, you are required to obtain and file a letter
from MaloneBailey,
      LLP stating whether it agrees with the statements made by you in response
to Item 4.02
      and, if not, stating the respects in which it does not agree.

      Tell us the reasons for any delay in your efforts to comply with this
requirement. Once
 Scott Stoegbauer
CannAwake Corporation
December 20, 2018
Page 2
         you have obtained the independent accountant's letter, you should
amend the Form 8-K to
         include the letter as an exhibit within two business days.
        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

        You may contact Lily Dang at (202) 551-3867 if you have questions
regarding comments
on the financial statements and related matters. Please contact Karl Hiller -
Branch Chief at
(202) 551-3686 with any other questions.



FirstName LastNameScott Stoegbauer                          Sincerely,
Comapany NameCannAwake Corporation
                                                            Division of
Corporation Finance
December 20, 2018 Page 2                                    Office of Natural
Resources
FirstName LastName