CANTALOUPE, INC. — Capital/Financing Update 2021

Apr 12, 2021

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April 12, 2021

Via EDGAR

United States Securities and Exchange Commission

Division of Corporate Finance

Office of Technology Washington, D.C. 20549 Attention: Mr. Jeff Kauten

RE: Registration Statement on Form S-3 (File No. 333-255040)

Dear Mr. Kauten,

On behalf of USA Technologies, Inc., and pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, the undersigned hereby requests that the effective date of the above referenced Registration Statement on Form S-3 be accelerated to April 14, 2021 at 4:00 pm Eastern Time, or as soon thereafter as practicable.

It would be appreciated if, as soon as the Registration Statement is declared effective, you would inform Braden McCurrach of Cadwalader, Wickersham & Taft LLP at (212) 504-6788.

/s/ Davina Furnish
Davina Furnish
General Counsel and Secretary
cc: Mr. Braden McCurrach (via email)