United States securities and exchange commission logo

                          November 28, 2022

       Daniel Neville
       Interim Co-Chief Executive Officer and Chief Financial Officer
       Ascend Wellness Holdings, Inc.
       1411 Broadway, 16th Floor
       New York, NY 10018

                                                        Re: Ascend Wellness
Holdings, Inc.
Statement on Form S-3
                                                            Filed November 22,
                                                            File No. 333-268534

       Dear Daniel Neville:

              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 Doris
Stacey Gama at 202-551-3188 with any questions.


                          Division of Corporation Finance

                          Office of Life Sciences
       cc:                                              James Guttman, Esq.