United States securities and exchange commission logo

                          December 22, 2022

       Talat Imran
       Chief Executive Officer
       Rani Therapeutics Holdings, Inc.
       2051 Ringwood Avenue
       San Jose, CA 95131

                                                        Re: Rani Therapeutics
Holdings, Inc.
Statement on Form S-3
                                                            Filed December 16,
                                                            File No. 333-268855

       Dear Talat Imran:

              This is to advise you that we have not reviewed and will not
review your registration

               Please refer to Rules 460 and 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
Christine Westbrook at 202-551-5019 with any questions.


                          Division of Corporation Finance

                          Office of Life Sciences
       cc:                                              Josh Seidenfeld, Esq.