United States securities and exchange commission logo

                             February 8, 2021

       Daniel J. Starck
       Chief Executive Officer
       Apria, Inc.
       7353 Company Drive
       Indianapolis, Indiana 46237

                                                        Re: Apria, Inc.
                                                            Amendment No. 1 to
Statement on Form S-1
                                                            Filed February 3,
                                                            File No. 333-252146

       Dear Mr. Starck:

               We have reviewed your amended registration statement and have
the following
       comments. Please respond to this letter by amending your registration
statement and providing
       the requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.

       Registration Statement on Form S-1 filed February 3, 2021

       Cover Page

   1.                                                   Please remove the
marketing graphic immediately following the cover page and preceding
                                                        the table of contents.
See Item 502(a) of Regulation S-K.
       Exhibit 5.1 - Legal Opinion, page 1

   2.                                                   We note the legal
opinion is contingent on steps to be taken in accordance with the Master
Agreement. Please file the form of agreement as an exhibit to the
                                                        registration statement.
See Item 601(b) of Regulation S-K.
 Daniel J. Starck
Apria, Inc. LastNameDaniel J. Starck
February     2021     Inc.
Page 2 8, 2021 Page 2
FirstName LastName
Recent Developments
Preliminary Estimated Unaudited Financial Results of Operations for the Year
Ended December
31, 2020, page 12

3.       You disclose the estimated range for net income of $41,956,000 to
$44,156,000. Please
         clarify in the filing why the estimated range is more than double the
net income for the
         nine months ended September 30, 2020. Disclose any significant
assumptions used to
         determine your estimated net income range for the year ended December
31, 2020.
       You may contact Jeanne Bennett at (202) 551-3606 or Mary Mast at (202)
551-3613 if
you have questions regarding the financial statement comment and related
matters. Please
contact Abby Adams at (202) 551-6902 or Laura Crotty at (202) 551-2614 with any


                                                              Division of
Corporation Finance
                                                              Office of Life
cc:      Edgar Lewandowski, Esq.