System1, Inc. — Capital/Financing Update 2025

Jul 3, 2025

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SYSTEM1, INC.

4235 Redwood Avenue

Los Angeles, CA 90066

July 3, 2025

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

Office of Technology

100 F Street, N.E.

Washington, D.C. 20549

Attn: Alexandra Barone

Re:
Registration Statement on Form S-3, filed June 27, 2025
File No. 333-288380

Dear Ms. Barone:

In accordance with Rule 461 promulgated under the Securities Act of 1933, as amended, System1, Inc. (the “ Company ”) hereby requests acceleration of the effective date of the above-referenced Registration Statement on Form S-3 (File No. 333-288380) (the “ Registration Statement ”). The Company respectfully request that the Registration Statement become effective as of 4:00 p.m., Eastern Time, on July 8, 2025 or as soon as practicable thereafter. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Brent T. Epstein at (213) 891-8185.

Very truly yours,
SYSTEM1, INC.
/s/ Tridivesh Kidambi
Tridivesh Kidambi
Chief Financial Officer

cc: Michael Blend, System1, Inc.

Daniel Weinrot, System1, Inc.

Steven B. Stokdyk, Latham & Watkins LLP

Brent T. Epstein, Latham & Watkins LLP