Hightimes Holding Corp.

10990 Wilshire Blvd., Penthouse

Los Angeles, CA 90024

 July 19, 2018



U.S. Securities and Exchange Commission

100 F Street, N.E.

Mail Stop 3561

Washington, D.C. 20549

Att: Anne Nguyen Parker, Assistant Director

Office of Transportation and Leisure


  Re: Hightimes Holding Corp.
    Offering Statement on Form 1-A
    Post-Qualification Amendment No. 1 filed June 12, 2018
    Post-Qualification Amendment No. 2 filed June 15, 2018

Post-Qualification Amendment No. 3 filed June 26, 2018

Post-Qualification Amendment No. 4 filed July 9, 2018

    File No. 024-10794


Dear Ms. Parker:


On behalf of Hightimes Holding Corp., a Delaware corporation (the “Company” or “Hightimes”), I hereby request re-qualification of the above-referenced Offering Statement on Form 1-A POS at 5:00 p.m. Eastern Time on July 19, 2018, or as soon thereafter as is practicable.


In making this request, the Company acknowledges the following:


● should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the filing qualified, it does not foreclose the Commission from taking any action with respect to the filing;


● the action of the Commission or the staff, acting pursuant to delegated authority, to declare the filing qualified does not relieve the Company from its full responsibility for the adequacy and accuracy of disclosure in the filing; and


● the Company may not assert staff comments or qualification as a defense in any proceeding initiated by the Commission or any person under the federal securities law of the United States.


Very truly yours,


  By: /s/ Adam E. Levin

Adam E. Levin

Chief Executive Officer


Cc: NMS Capital Advisors, LLC  
  CKR Law, LLP  
  Law Offices of Michelle Geller, Esq.