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                             July 15, 2020

       Joshua Harley
       Chief Executive Officer
       Fathom Holdings Inc.
       211 New Edition Court, Suite 211
       Cary, NC 27511

                                                        Re: Fathom Holdings
Inc.
                                                            Amendment No. 3 to
                                                            Registration
Statement on Form S-1
                                                            Filed July 1, 2020
                                                            File No. 333-235972

       Dear Mr. Harley:

             We have reviewed your amended registration statement and have the
following
       comments. In some of our comments, 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 comments apply 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 these comments, we may have additional comments.
Unless we note
       otherwise, our references to prior comments are to comments in our June
25, 2020 letter.

       Amendment 3 to Form S-1 filed July 1, 2020

       General

   1.                                                   We note the free
writing prospectus filed on July 1, 2020. Please advise us whether
                                                        it complies with Rule
433. In this regard, we note you do not have a price range, and the
                                                        material does not
appear to include the legend required by Rule 433(c)(2). Additionally,
                                                        we note the detailed
"Rethink Your Business" graphic and promotional statements about
                                                        your "rampant growth"
and being "poised for significant growth." In your
                                                        response please address
whether you prepared or provided consideration for the material.
 Joshua Harley
Fathom Holdings Inc.
July 15, 2020
Page 2
Management's Discussion and Analysis of Financial Condition and Results of
Operations
COVID-19, page 34

2.       We note your response to prior comment 1 and your revised disclosure
on page 34. We
         are unable to determine where you provide expanded information
regarding the specific
         impacts you have experienced to your operations and relevant metrics
resulting from the
         COVID-19 pandemic. Please advise.
3.       We note your disclosure stating you believe your current geographical
presence, primarily
         in the South, Atlantic, Southwest and Western parts of the United
States, may result in
         limited exposure compared to    the regions that have experienced the
greatest negative
         impact, including the Northeastern United States.    In light of
recent reports of increasing
         cases in your geographical presence, lease clarify your belief that
you have limited
         exposure to the regions that have experienced the greatest negative
impact.
        You may contact William Demarest at 202-551-3432 or Jennifer Monick at
202-551-
3295 if you have questions regarding comments on the financial statements and
related
matters. Please contact Jonathan Burr at 202-551-5833 or James Lopez at
202-551-3536 with
any other questions.



FirstName LastNameJoshua Harley                               Sincerely,
Comapany NameFathom Holdings Inc.
                                                              Division of
Corporation Finance
July 15, 2020 Page 2                                          Office of Real
Estate & Construction
FirstName LastName