United States securities and exchange commission logo

November 9, 2021

William Horne
Chief Executive Officer
Ault Disruptive Technologies Corp
11411 Southern Highlands Parkway, Suite 240
Las Vegas, Nevada 89141

Re: Ault Disruptive
Technologies Corp
Registration
Statement on Form S-1
Filed November 5,
2021
File No. 377-05117

Dear Mr. Horne:

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
response.

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

Registration Statement on Form S-1 filed November 5, 2021

Our warrants are expected to be accounted for as equity . . . , page 69

1. We note from your risk factor disclosure on pages 33 and 69 that currently your warrants are expected to be accounted for as equity in your balance sheet, but you cannot guarantee that your warrants would not be classified as liabilities. We further note your disclosure that if auditors of a potential target disagree or the SEC issues a statement in the future, it could result in different accounting treatment and you may need to restate your financial statements. These statements appear to qualify the accounting treatment of the warrants. Please tell us how this disclosure is appropriate in light of the audit report that states the financial statements are the responsibility of management and in which your auditor opines that the financial statements present fairly, in all material respects, your financial position and the results of your operations and cash flows in conformity with accounting William Horne Ault Disruptive Technologies Corp November 9, 2021

principles generally accepted in the United States of America. Finally, please tell us why the accounting for the warrants determines the terms and conditions of the warrants. 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
statement.

You may contact Howard Efron at 202-551-3439 or Wilson Lee at 202-551-3468 if you
have questions regarding comments on the financial statements and related matters. Please
contact Patrick Costello at 202-551-8742 or Pam Long at 202-551-3765 with any other
questions.

Sincerely, FirstName LastNameWilliam Horne
Division of Corporation Finance
Comapany NameAult Disruptive Technologies Corp Office of Real Estate & Construction
November 9, 2021 Page 2
cc: Spencer G. Feldman, Esq.
FirstName LastName