United States securities and exchange commission logo January 22, 2021 John Fowle Chief Financial Officer Akerna Corp. 1550 Larimer Street #246 Denver, Colorado 80202 Re: Akerna Corp. Registration Statement on Form S-1 Filed January 15, 2021 File No. 333-252178 Dear Mr. Fowle: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rule 461 regarding requests for acceleration. 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. Please contact Mitchell Austin, Staff Attorney, at (202) 551-3574 or, in his absence, Jan Woo, Legal Branch Chief, at (202) 551-3453 with any questions. Sincerely, Division of Corporation Finance Office of Technology cc: Jason K. Brenkert, Esq.