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                              February 11, 2021

       Andrew Van Noy
       Chief Executive Officer
       CloudCommerce, Inc.
       321 Sixth Street
       San Antonio, TX 78215

                                                        Re: CloudCommerce, Inc.
                                                            Registration
Statement on Form S-3
                                                            Response dated
February 5, 2021
                                                            File No. 333-252358

       Dear Mr. Van Noy:

              We have limited our review of your registration statement to
those issues we have
       addressed in our 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.

       Correspondence dated February 5, 2021

       Cover Page

   1.                                                   Describe the recent
price volatility in your stock and briefly disclose any known risks of
                                                        investing in your stock
under these circumstances.
   2.                                                   Add, for comparison
purposes, disclosure of the market price of your common stock prior
                                                        to the recent price
volatility in your stock. For example, disclose the price at which your
                                                        stock was trading 60
days prior to your filing.
 Andrew Van Noy
FirstName LastNameAndrew Van Noy
CloudCommerce,  Inc.
Comapany11,
February  NameCloudCommerce,
            2021             Inc.
February
Page 2 11, 2021 Page 2
FirstName LastName
3.       Describe any recent change in your financial condition or results of
operations, such as
         your earnings, revenues or other measure of company value that is
consistent with the
         recent change in your stock price. If no such change to your financial
condition or results
         of operations exists, disclose that fact.
Risk Factors, page 4

4.       Include a risk factor addressing the recent extreme volatility in your
stock price. Your
         disclosure should include intra-day stock price range information and
should cover a
         period of time sufficient to demonstrate the recent price volatility
and should address the
         impact on investors. Your disclosure should also address the potential
for rapid and
         substantial decreases in your stock price, including decreases
unrelated to your operating
         performance or prospects. To the extent recent increases in your stock
price are
         significantly inconsistent with improvements in actual or expected
operating performance,
         financial condition or other indicators of value, discuss the
inconsistencies and where
         relevant quantify them. If you lack information to do so, explain why.
5.       We note the significant number of shares you may offer relative to the
number currently
         outstanding. Include a risk factor that addresses the impact that the
offering could have on
         your stock price and on investors.
6.       To the extent you expect to conduct additional offerings in the future
to fund your
         operations or provide liquidity, include a risk factor that addresses
the dilutive impact of
         those offerings on investors that purchase shares in this offering at
a significantly higher
         price.
General

7.       Please amend each prospectus to state that securities in the primary
and resale offerings
         will be sold at a fixed price until your shares are quoted on an
established market. In this
         regard, please remove disclosure that securities will be sold at the
market, at prevailing
         prices, or at negotiated prices.
        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.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.
 Andrew Van Noy
CloudCommerce, Inc.
February 11, 2021
Page 3

       Please contact Daniel Morris at (202) 551-3314 or Mara Ransom at (202)
551-3264 with
any other questions.



                                                        Sincerely,
FirstName LastNameAndrew Van Noy
                                                        Division of Corporation
Finance
Comapany NameCloudCommerce, Inc.
                                                        Office of Trade &
Services
February 11, 2021 Page 3
cc:       Barrett DiPalo
FirstName LastName