May 17, 2019

Dennis dos Santos
Chief Executive Officer
Fearless Films, Inc.
467 Edgeley Blvd., Unit 2
Concord, ONT L4K 4E9 Canada

       Re: Fearless Films, Inc.
           Amendment No. 2 to Registration Statement on Form S-1
           Filed May 3, 2019
           File No. 333-227820

Dear Mr. dos Santos:

      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 February 15,
2019 letter.

Form S-1/A filed May 3, 2019

Executive Compensation, page 35

1.     Please provide the summary compensation table information for the named
executive
       officers for the company's last two completed fiscal years. Refer to
Item 402(n) of
       Regulation S-K.
 Dennis dos Santos
Fearless Films, Inc.
May 17, 2019
Page 2

       You may contact Aamira Chaudhry at 202-551-3389 or Andrew Mew at
202-551-3377 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Susan Block at 202-551-3210 or Laura Nicholson at 202-551-3584 with any
other
questions.



FirstName LastNameDennis dos Santos                      Sincerely,
Comapany NameFearless Films, Inc.
                                                         Division of
Corporation Finance
May 17, 2019 Page 2                                      Office of
Transportation and Leisure
FirstName LastName