November 6, 2024

Mr. Barrett Garrison
Chief Financial Officer
Digital Turbine, Inc.
110 San Antonio Street, Suite 160
Austin, TX 78701

        Re: Digital Turbine, Inc.
            Form 10-K for the year ended March 31, 2024
            Filed May 28, 2024
            File No. 001-35958
Dear Mr. Barrett Garrison:

       We have reviewed your filing and have the following comment.

       Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to this letter, we may have additional
comments.

Form 10-K for the year ended March 31, 2024
Notes to Consolidated Financial Statements
Note 6 - Goodwill and Intangible Assets, page 72

1.     We note your interim and annual goodwill impairment evaluation as of
September 30,
       2023 and March 31, 2024 resulting in an aggregate $336.6 million
impairment of
       goodwill for the AGP reporting unit. We also note that there was no
impairment of
       goodwill for the ODS reporting unit. Please tell us how the impairment
indicators,
       along with the factors and circumstances leading to the impairment of
AGP, are not
       applicable to the ODS reporting unit. Include within your response your
consideration
       of the reasons disclosed within your MD&A on page 36 that lead to an
11.9% decline
       in ODS revenues. Additionally, tell us the percentage by which the
estimated fair
       value of the ODS reporting unit exceeded carrying value as of March 31,
2024.

       Finally, considering intangible assets also represent a significant
majority of your total
       assets, in your future periodic filings, expand your disclosure to
include greater detail
       of what management considers when determining if there are indicators of
impairment
       present in finite-lived intangible assets.
 November 6, 2024
Page 2


        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 Kellie Kim at 202-551-3129 or Shannon Menjivar at
202-551-3856 if
you have questions regarding comments on the financial statements and related
matters.



                                                         Sincerely,

                                                         Division of
Corporation Finance
                                                         Office of Real Estate
& Construction