United States securities and exchange commission logo

                              September 16, 2022

       David Katzman
       Chief Executive Officer
       SmileDirectClub, Inc.
       414 Union Street
       Nashville, Tennessee 37219

                                                        Re: SmileDirectClub,
Statement on Form S-3
                                                            Filed September 9,
                                                            File No. 333-267370

       Dear Mr. Katzman:

              We have limited our review of your registration statement to
those issues we have
       addressed in our comment. In our comment, we may ask you to provide us
with information so
       we may better understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comment applies to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your

              After reviewing any amendment to your registration statement and
the information you
       provide in response to this comment, we may have additional comments.

       Registration Statement on Form S-3


   1.                                                   Your disclosure on page
13 defines selling stockholders as "persons or entities that,
                                                        directly or indirectly,
have acquired, or will from time to time acquire from us, shares of
                                                        Class A common stock in
various private transactions." It appears you are relying on
                                                        Securities Act Rule
430B(b)(2) to omit the names of additional selling stockholders from
                                                        the registration
statement. Please tell us how you concluded you satisfy the conditions set
                                                        forth in Rule

                                                        Please also disclose
the aggregate number of shares that you intend to register for resale
                                                        by the selling
stockholders. Refer to Securities Act Rules Compliance and Disclosure
Questions 228.03 and 228.04. Please also file a revised legal opinion
 David Katzman
SmileDirectClub, Inc.
September 16, 2022
Page 2
      covering that number of shares.
        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.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration

       Please contact Alan Campbell at 202-551-4224 or Celeste Murphy at
202-551-3257 with
any other questions.

FirstName LastNameDavid Katzman
                                                           Division of
Corporation Finance
Comapany NameSmileDirectClub, Inc.
                                                           Office of Life
September 16, 2022 Page 2
cc:       David J. Goldschmidt, Esq.
FirstName LastName