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October 2, 2024

BY EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Manufacturing

100 F Street, N.E.

Washington, D.C. 20549

Attn: Beverly Singleton

Claire Erlanger

Jennifer Angelini

Geoffrey Kruczek

Re: Comment Letter dated September 24, 2024

JBS S.A.

Amendment No. 1 to Registration Statement on Form
F-4

Filed August 15, 2024

File No. 333-278254

Ladies and Gentlemen:

JBS S.A. (the “Company”) is
submitting this letter in response to the comment letter, dated September 24, 2024 (the “Comment Letter”), issued by
the staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the
“Commission”) with respect to Amendment No. 1 to the Registration Statement on Form F-4, filed with the Commission
on August 15, 2024 (as may be further amended, the “Registration Statement”).

Concurrently with the submission of this response
letter, the Company is publicly filing, through the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“EDGAR”),
Amendment No. 2 to the Registration Statement (“Amendment No. 2”). Amendment No. 2 includes revised disclosure in response
to the Staff’s comments, as noted herein, and other changes to reflect Company updates and developments.

To facilitate the Staff’s review, the text
set forth below in bold-faced type immediately following each paragraph number is a reproduction of the comments included in the Comment
Letter. Except as otherwise indicated, all references to page numbers and captions (other than those in the Staff’s comments) correspond
to the page numbers and captions in Amendment No. 2. Capitalized terms used and not otherwise defined herein shall have the meanings set
forth in Amendment No. 2.

Amendment to Form F-4 filed August 15, 2024

Risk Factors

Unfavorable decisions in . . . proceedings and government investigations
may adversely affect us, page 31

 1. Please refer to the third paragraph of this risk factor and additionally quantify the lawsuits, or portion thereof, for which provisions
have not been made as of the most recent balance sheet date included in the filing.

The Company respectfully acknowledges the Staff’s comment
and has revised the risk factor entitled “Unfavorable decisions in legal, administrative, antitrust or arbitration proceedings
and government investigations may adversely affect us” on page 31 of Amendment No. 2 in response.

Our ultimate controlling shareholders have influence over the
conduct of our business...., page 34

 2. Please revise to include disclosure that appears on page 52 of the Form F-4 filed by JBS B.V. (File No. 333-273211) regarding the
Batistas’ increased voting power due to the potential restructuring and greater ability to influence the company as a result of
such concentrated control.

The Company respectfully acknowledges the Staff’s comment
and has revised the risk factor entitled “Our ultimate controlling shareholders have influence over the conduct of our business
and may have interests that are different from yours” on pages 34-35 of Amendment No. 2 in response.

We are subject to reputational risk in connection with U.S. and
Brazilian civil and criminal actions...., page 36

 3. Please revise this risk factor to include the amounts of the fines that JBS and the ultimate controlling shareholders were obligated
to pay under the agreements with the Brazilian authorities and the U.S. Securities and Exchange Commission and Department of Justice,
and to include a reference to the compliance program.

The Company respectfully acknowledges the Staff’s comment
and has revised the risk factor entitled “We are subject to reputational risk in connection with U.S. and Brazilian civil and
criminal actions and investigations involving our ultimate controlling shareholders, and these actions may materially adversely impact
our business and prospects and damage our reputation and image” on pages 36-37 of Amendment No. 2 in response.

Media campaigns related to food production...., page 36

 4. We note your response to comment 8 of our letter dated July 24, 2024, relating to the Form F-4 filed by JBS B.V. Please tell us
about the boycotts that you have experienced to date in the United States and elsewhere, and explain how you assessed the materiality
of their impacts. Provide quantitative information to the extent applicable. In addition, tell us whether your materiality determination
took into account qualitative factors (for example, and without limitation, reputation). If so, identify such factors and discuss how
your materiality determination was affected thereby. If not, tell us why you do not believe that qualitative factors should be considered
in determining the materiality of boycotts to the company.

The Company respectfully acknowledges the Staff’s comment
and clarifies that the Company has assessed the materiality of any boycotts in terms of the effects of such boycotts on the Company’s
results of operations. The Company wishes to clarify that none of the boycotts that the Company has experienced to date has had a demonstrable
effect on the Company’s revenues or other performance metrics. Accordingly, the Company is not able to quantify the impact of such
boycotts because it is unable to tie any variations in its revenues or performance metrics to any particular instance of boycott activity.

    2

The Company has also taken into account the reputational
damage it may have suffered or may in the future suffer as a result of boycotts, including insofar as such damage may impact the Company’s
ability to conduct business with suppliers, customers or funding sources.

Accordingly, the Company has revised the risk factor entitled
“Media campaigns related to food production; regulatory and customer focus on environmental, social and governance responsibility;
and increased focus and attention by the U.S. government and other stakeholders on the meat processing industry and ESG-related issues
could expose us to additional costs or risks” on page 38 of Amendment No. 2 to expand its discussion of boycott activity as
a potential source of harm to the Company.

Capitalization, page 47

 5. We note disclosure in the filing that on August 13, 2024, the Company approved the distribution of interim dividends from profit
reserves of R$4.44 billion (equivalent to US$808.4 million considering the exchange rate on August 13, 2024) to be distributed to shareholders
on October 7, 2024. As the pending distribution appears to be material to your June 30, 2024 total equity, please revise your Capitalization
table to provide a pro forma presentation of the total equity and total capitalization amounts, giving impact to the dividend distribution.
Disclose the anticipated source for payment of the dividends. Analogous guidance is SAB Topic 1.B.3.

The Company respectfully acknowledges the Staff’s comment
and has revised the disclosure on page 48 of Amendment No. 2 in response.

Information about JBS S.A.

The Corporate Restructuring and the Proposed Equity Transaction,
page 108

 6. Your response does not address comment 19 in our letter dated July 24, 2024, and accordingly we issue that comment. We note disclosure
on page 110 that the controlling shareholders "will only vote in favor of the Merger of Shares (and ancillary matters) and the Cash
Dividend if the Delisting is approved and only if their votes are necessary to reach the minimum required affirmative votes. Otherwise,
our direct controlling shareholders will abstain from voting on such matters." Please revise to clarify when and how the controlling
shareholders will exercise their vote. Clearly state, if true, that the controlling shareholders will vote to secure approval in the event
that these matters would otherwise be rejected by the vote of the non-controlling shareholders, and that the transactions thus may be
approved by just 1.5% of the non-controlling shareholders voting in favor.

The Company respectfully acknowledges the Staff’s comment
and has revised the disclosure on page 111 of Amendment No. 2 to clarify when and how the Company’s direct controlling shareholders
will exercise their vote.

The Proposed Equity Transaction encompasses three main deliberations
at the JBS S.A. General Meeting:

 1. the Delisting, which requires the approval of more than 50% of the issued and outstanding shares of JBS S.A. held by non-controlling
shareholders of JBS S.A. present at the JBS S.A. General Meeting;

 2. the Merger of Shares (and ancillary matters), which requires the approval of more than 50% of the total issued and outstanding shares
of JBS S.A. (or an “absolute majority” for purposes of Brazilian corporate law); and

 3. the declaration and distribution of the Cash Dividend, which requires the approval of more than 50% of the issued and outstanding
shares of JBS S.A. held by all shareholders of JBS S.A. present at the JBS S.A. General Meeting.

    3

The Company’s direct controlling shareholders will
not vote in favor of the Merger of Shares (and ancillary matters) or the Cash Dividend in the event that the Delisting is rejected by
the non-controlling shareholders present at the JBS S.A. General Meeting. As stated on page 111 of Amendment No. 2, all matters subject
to vote at the JBS S.A. General Meeting are conditional upon each other, meaning that if one matter is not approved, the others will also
be rejected. Accordingly, if the Delisting is not approved, then the Proposed Equity Transaction will not move forward. Since the Delisting
must be approved by a majority of the shares held by non-controlling shareholders present at the JBS S.A. General Meeting, the approval
of all matters at the JBS S.A. General Meeting will de facto require approval of majority of the shares held by non-controlling
shareholders present at the meeting.

If, on the other hand, the Delisting is duly approved by
the non-controlling shareholders present at the JBS S.A. General Meeting, then the direct controlling shareholders will vote in favor
of the remaining components of the Proposed Equity Transaction only if needed to approve those components. For example, since the Merger
of Shares must be approved by a majority of all shares issued by JBS S.A., independent of the number of shares present at the JBS S.A.
General Meeting, it may be necessary for the direct controlling shareholders to vote in favor of the Merger of Shares to approve the matter,
depending on the number of non-controlling shareholders present, in accordance with the will of the non-controlling shareholders present
at the meeting manifested by their approval of the Delisting.

By way of example, if the direct controlling shareholders
are present at the JBS S.A. General Meeting with their combined 48.3% of the shares, and non-controlling shareholders holding 40% of the
shares are also present, then the Delisting would be approved if 21% of the shares outstanding (representing more than 50% of the non-controlling
shares present) vote in favor of it. The next agenda item would be the vote on the Merger of Shares, whereby the 40% of shares held by
non-controlling shareholders would be insufficient to form an “absolute majority” of the issued and outstanding shares of
JBS S.A. In this scenario, the controlling shareholder will “follow” the will of the non-controlling shareholders (who have
approved the Delisting), and vote in favor of the Merger of Shares, thereby allowing the “absolute majority” to be reached.

The Company cannot predict the levels of attendance or participation
by non-controlling shareholders in the meeting. Accordingly, it is possible that non-controlling shareholders holding less than the 40%
in the above example attend the meeting and vote in favor of the Delisting, leading to the approval of the Delisting and, indirectly,
of the Merger of Shares, the Cash Dividend and, therefore, the Proposed Equity Transaction.

June 30, 2024 Unaudited Interim Financial Statements

Note 19. Equity, page F-31

 7. Refer to the discussion of the non-controlling interest and the table provided on page F-32 for the six-month period ended June
30, 2024 and 2023. We note the amounts shown for PPC's net revenue and net income appear to pertain to its operations for the three months,
rather than six months, ended June 30, 2024 and 2023. Similarly, also refer to Note 20(f), Non-controlling interest on page F-124 and
the table of PPC's data. It appears the amount shown for PPC's net income for the year ended December 31, 2021 should be $31,268 rather
than $31. Please revise or advise as appropriate.

The Company respectfully acknowledges the Staff’s comment
and has revised the Note 19 to JBS S.A.’s unaudited interim financial statements beginning on page F-32 of Amendment No. 2 and Note
20(f) to JBS S.A.’s audited financial statements beginning on page F-124 of Amendment No. 2 in response.

    4

December 31, 2023 Audited Financial Statements

Note 19. Provisions for legal proceedings, page F-113

 8. We note your revisions made in response to prior comment numbers 11 and 12 of our letter dated July 24, 2024. With respect to the
legal expenses incurred or accrued for labor, civil, and tax and social security, please consider providing a table of the aggregate expense
amount recorded in your financial statements for each period presented as allocated to the respective income statement line item, such
as recorded in G&A expenses or other operating expense line items. It is not clear if you reflected the legal expenses within operating
income or non-operating income. In this regard, we note your disclosure in the last paragraph on page F-113 that provisions are adjusted
for inflation and recorded under Net financial income (expenses), which is a non-operating income category in your statements of income.
Please advise or revise accordingly. In addition, if any charges to provisions materially affect an income statement line item, the effect
should be discussed within MD&A results of operations section.

The Company respectfully acknowledges the Staff’s comment
and has revised Note 19 to JBS S.A.’s audited financial statements beginning on page F-113 of Amendment No. 2 in response.

The Company also clarifies that, generally, amounts claimed
in legal or administrative proceedings in Brazil are subject to “monetary correction,” a type of indexation which uses inflation
or interest indexes, or a mixture of both, the purpose of which is to protect the claimant against the loss of the value of the claim
during the period it is being disputed. The indexation expense is analogous to the unwinding of the discounting to present value of provisions
required by IAS 37.45 and, as such, as required by IAS 37.60, we recognize this expense as a borrowing cost in the caption “Net
financial income (expenses).”

Finally, the Company clarifies that it has discussed all
charges to provisions that materially affected its results of operations under “Management’s Discussion and Analysis of
Financial Condition and Results of Operations—Summary of Results.” See the discussion of “General and administrative
expenses” for the six-month period ended June 30, 2024 compared to the six-month period ended June 30, 2023 on pages 130-131 of
Amendment No. 2 and the year ended December 31, 2022 as compared to the year ended December 31, 2021 on page 144 of Amendment No. 2.

General

 9. We note that the “ultimate controlling shareholders” are named in the definition on page iv. Please revise to disclose
the identity of the ultimate controlling shareholders on the prospectus cover page and the first time such term is used within the summary
and risk factor sections. In addition, include disclosure on the prospectus cover regarding the risks related to the controlling stake
and management roles of Joesley and Wesley Batista, with a cross-reference to more detailed disclosure elsewhere in the prospectus. Your
disclosure sho