Crypto 1 Acquisition Corp

1221 Brickell Avenue

Suite 900

Miami, Florida 33131

VIA EDGAR

November 30, 2021

U.S. Securities & Exchange Commission

Division of Corporation Finance

Office of Real Estate & Construction

100 F Street, NE

Washington, D.C. 20549

Attn: Shih-Kuei Chen and Erin E. Martin

Re: Crypto 1 Acquisition Corp Amendment No. 1 to Registration Statement on Form S-1 Filed November 15, 2021 File No. 333-261051

Dear Mr. Chen and Ms. Martin:

Crypto 1 Acquisition Corp, a Cayman Islands exempted company (the “Company,” “we,” “our” or “us”), hereby transmits the Company’s response to the comment letter received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) dated November 29, 2021, regarding the Company’s Amendment No. 1 to Registration Statement on Form S-1 filed on November 15, 2021 (the “Draft Registration Statement”). For the Staff’s convenience, we have repeated below the Staff’s comments in bold, and have followed the comment with the Company’s response. Concurrently with the transmission of this letter, we are publicly filing Amendment No. 2 to the Company’s Registration Statement on Form S-1 (the “Registration Statement”) with the Commission through EDGAR.

Commission Comment re: Amendment No. 1 to Registration Statement on Form S-1 filed November 15, 2021

General

1. We note your response to comment 1 and your representation that you will not pursue a target “incorporated or organized in China or Hong Kong.” Please revise to clarify if you intend to pursue a target that has its principal business operations in China or Hong Kong.

In response to the Staff’s comment, we have revised the disclosure throughout the prospectus to clarify that we will not pursue targets that are incorporated, organized or have their principal business operations in China or Hong Kong. 

We thank the Staff for its review of the foregoing and the Registration Statement. If you have further comments, please feel free to contact to our counsel, Edward P. Bromley III, at ebromley@reedsmith.com or by telephone at (609) 514-8544. 

		Sincerely,
		/s/ David Hytha
		David Hytha Chief Financial Officer
		Crypto 1 Acquisition Corp
cc:	Edward P. Bromley III, Esq.