December 18, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, NE

Washington, D.C. 20549-0405

Attention: Kathleen Krebs, Becky Chow, Stephen Krikorian and Larry Spirgel

RE: Lytus Technologies Holdings PTV. Ltd.

Registration Statement on Form F-1, as amended

File No. 333-280797

Ladies and Gentlemen:

Pursuant to Rule 461 of the rules and regulations promulgated under the Securities Act of 1933, as amended, Lytus Technologies Holdings PTV. Ltd. respectfully requests that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:30 pm Eastern Time on December 19, 2024, or as soon thereafter as practicable.

Please notify Thomas Poletti at (714) 371-2501 or Veronica Lah at (310) 312-4130 of Manatt, Phelps & Phillips, LLP as soon as possible as to the time the Registration Statement has been declared effective pursuant to this acceleration request. We appreciate your assistance and cooperation in this matter.

Very truly yours,

/s/ Dharmesh Pandya

Dharmesh Pandya

Chief Executive Officer

cc: Thomas Poletti, Esq.
Veronica Lah, Esq.