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SEC Company Response from Science Applications International Corp (SAIC) (CIK 0001571123) (SAIC) — Dec 3, 2018

Science Applications International Corp (SAIC) (CIK 0001571123)
Date: Dec. 3, 2018 · CIK: 0001571123 · Accession: 0001140361-18-044409

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File numbers found in text: 333-227884

Date
December 3, 2018
Author
By
Form
CORRESP
Company
Science Applications International Corp (SAIC) (CIK 0001571123)

Letter

SCIENCE APPLICATIONS INTERNATIONAL CORPORATION

12010 Sunset Hills Road

Reston, Virginia 20190

December 3, 2018

VIA EDGAR SUBMISSION

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

Re:

Science Applications International Corporation

Registration Statement on Form S-4, as amended (File No. 333-227884)

Acceleration Request

Ladies and Gentlemen:

Pursuant to Rule 461 of the Securities Act of 1933, as amended, the undersigned registrant, Science Applications International Corporation (the “Registrant”), hereby requests that the above-referenced Registration Statement on Form S-4 (File No. 333-227884) (as amended, the “Registration Statement”) be declared effective as of 4:00 p.m., Eastern time, on December 4, 2018, or as soon thereafter as is practicable.

The Registrant hereby acknowledges that:

●

should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

●

the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

●

the Registrant may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Please notify Lawrence Bard of Morrison & Foerster LLP, special counsel to the Registrant, at (703) 760-7798 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.

Sincerely,
SCIENCE APPLICATIONS INTERNATIONAL CORPORATION

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CORRESP
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filename1.htm

    SCIENCE APPLICATIONS INTERNATIONAL CORPORATION

    12010 Sunset Hills Road

    Reston, Virginia 20190

    December 3, 2018

    VIA EDGAR SUBMISSION

    U.S. Securities and Exchange Commission

    Division of Corporation Finance

    100 F Street, N.E.

    Washington, DC 20549

            Re:

            Science Applications International Corporation

            Registration Statement on Form S-4, as amended (File No. 333-227884)

            Acceleration Request

    Ladies and Gentlemen:

    Pursuant to Rule 461 of the Securities Act of 1933, as amended, the undersigned registrant,
          Science Applications International Corporation (the “Registrant”), hereby requests that
          the above-referenced Registration Statement on Form S-4 (File No. 333-227884) (as amended, the “Registration Statement”) be declared effective as of 4:00 p.m., Eastern time, on December 4, 2018, or as soon thereafter as is practicable.

    The Registrant hereby acknowledges that:

              ●

                should the Securities and Exchange Commission (the “Commission”) or the staff,
                    acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

              ●

                the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrant from its full
                    responsibility for the adequacy and accuracy of the disclosure in the filing; and

              ●

                the Registrant may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal
                    securities laws of the United States.

    Please notify Lawrence Bard of Morrison & Foerster LLP, special counsel to the Registrant,
          at (703) 760-7798 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.

            Sincerely,

            SCIENCE APPLICATIONS INTERNATIONAL CORPORATION

            By:

            /s/ Steven G. Mahon

            Steven G. Mahon

            Executive Vice President, General Counsel, & Corporate Secretary

            cc:

            Lawrence Bard

                Morrison & Foerster LLP