CORRESP

LOGO

MEMORANDUM


date:		February 14, 2024
to:		Austin Pattan Jeffrey Kauten

from:		Brandon J. Bortner Telephone Number: 1(202) 551-1840 brandonbortner@paulhastings.com

subject:		Digital World Acquisition Corp. Amendment No. 6 to Registration Statement on Form S-4

Office of Technology

Division of Corporation Finance

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549

Re:

Digital World Acquisition Corp.

Amendment No. 6 to Registration Statement on Form S-4

Filed February 14, 2024

File No. 333-264965

Gentlemen:

Pursuant to my discussion with Austin Pattan and Jeffrey Kauten of the Division of Corporation Finance on February 14, 2024, Digital World Acquisition Corp., a Delaware corporation (the “Company”), is hereby submitting to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) as correspondence the marked pages set forth on Exhibit A hereto showing changes included in Amendment No. 6 to the Company’s Registration Statement on Form S-4, as filed with the Commission on February 14, 2024 (the “Amended Registration Statement”). These changes are intended to be responsive to the questions posed and requests made by the Staff during our call on February 14, 2024.

The Company respectfully requests that the Staff review the filed correspondence in advance of the Company filing its request for acceleration of effectiveness of the Amended Registration Statement on or prior to 5:30 pm EST today. The Company appreciates the Staff’s willingness to accommodate the Company’s desire to have the Amended Registration Statement declared effective at or prior to such time.

If you have any questions regarding this submission, please contact Brandon Bortner at 202-551-1840 or Gil Savir at 770-878-2696

Paul Hastings LLP | 2050 M Street, N.W. | Washington, DC 20036

t: +1.202.551.1700 | www.paulhastings.com