August 12, 2019

Douglas Croxall
Chief Executive Officer
Crown Electrokinetics Corp.
1110 NE Circle Blvd
Corvallis, Oregon 97330

       Re: Crown Electrokinetics Corp.
           Pre-effective Amendment 1 to Registration Statement on Form S-1
           Filed July 29, 2019
           File No. 333-232426

Dear Mr. Croxall:

        We have reviewed your amended registration statement and have the
following
comments. In some of our comments we may ask you to provide us information so
that 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 that our comments apply to your
facts and
circumstances or do not believe that 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.

Pre-effective Amendment 1 to Registration Statement on Form S-1 filed July 29,
2019

General

1.     Revised disclosure on the prospectus' outside front cover page, "About
This Offering" on
       page 4, and "Plan of Distribution" on page 36 states that the selling
stockholders may sell
       the shares of common stock being offered by this prospectus at $0.82 per
until the shares
       are quoted on any platform maintained by the OTC Markets Group or an
exchange. We
       have determined to treat securities quoted in the OTCQX marketplace and
the OTCQB
       marketplace operated by OTC Markets Group as having an existing market
for purposes
       of secondary at-the-market offerings, but we have not extended that
accommodation to
       OTC Pink. Please revise the disclosure to state that the shares of
common stock being
       offered for sale by the selling stockholders will be sold at a fixed
price of $0.82 per share
       until your shares of common stock are listed on a national securities
exchange, or are
 Douglas Croxall
Crown Electrokinetics Corp.
August 12, 2019
Page 2
         quoted on the OTC Bulletin Board, or the OTCQX marketplace, or the
OTCQB
         marketplace and after that at prevailing market prices or privately
negotiated prices.
Note 7   Accrued Expenses, page F-15

2.       Please tell us why the research license accrual has a $0 balance as of
March 31, 2019 as
         compared to the $150,000 balance as of March 31, 2018. In this regard,
we note your
         disclosure in Note 6 that states $100,000 under the HP agreement is
due as of March 31,
         2019 as $50,000 was paid on July 30, 2018.
        You may contact Tracey L. Houser, Staff Accountant, at (202) 551-3736
or Alfred P.
Pavot, Jr., Staff Accountant, at (202) 551-3738 if you have questions regarding
comments on the
financial statements and related matters. Please contact Edward M. Kelly,
Senior Counsel, at
(202) 551-3728 or Amanda Ravitz, Assistant Director, at (202) 551-3412 with any
other
questions.



                                                               Sincerely,
FirstName LastNameDouglas Croxall
                                                               Division of
Corporation Finance
Comapany NameCrown Electrokinetics Corp.
                                                               Office of
Manufacturing and
August 12, 2019 Page 2                                         Construction
FirstName LastName