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October 3, 2023

VIA EDGAR

Blake Grady and David Plattner

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Mergers & Acquisitions

100 F Street, NE

Washington, DC 20549

    Re:
    SciPlay Corporation

    Schedule 13E-3 filed September 11,
    2023

    File No. 005-90996

    Schedule 14C filed September 11,
    2023

    File No. 001-38889

Mr. Grady and Mr. Plattner:

On behalf of SciPlay Corporation (the “Company”),
set forth below is the Company’s response to the comments of the Staff (the “Staff”) of the Division of Corporation
Finance of the Securities and Exchange Commission, dated September 28, 2023, relating to the Company’s Transaction Statement
on Schedule 13E-3 filed on September 11, 2023 (the “Schedule 13E-3”) and Preliminary Information Statement on
Schedule 14C filed on September 11, 2023 (the “Information Statement”). The Company is concurrently submitting
to the Staff its Definitive Information Statement (the “Definitive Information Statement”) and Amendment No. 1
to the Schedule 13E-3 via EDGAR.

For convenience of reference, the text of the
comments in the Staff’s letter has been reproduced in bold and italics herein. The Company has provided its response immediately
after each numbered comment.

General

    1.
    Please note that forward
    incorporation by reference, as you attempt to do on page 95, is not permitted in connection with a Schedule 13E-3. Please revise.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 97 of the Definitive Information Statement
in response to the Staff’s comment.

    2.
    In circumstances where
    the registrant elects to incorporate by reference the information required by Item 1010(a) and (b) of Regulation M-A, all
    of the summarized financial information required by Item 1010(c) must be disclosed in the document furnished to security holders.
    See Instruction 1 to Item 13 of Schedule 13E-3. Please revise the disclosure to include the information required by Item 1010(c) of
    Regulation M-A.

Response:
The Company respectfully advises the Staff that it has included the summary financial information required by Item 1010(c) of Regulation
M-A on page 83 of the Definitive Information Statement in response to the Staff’s comment.

    3.
    Please describe the effects
    of the transaction on affiliated filing persons, including the effect of the transaction on the LNW Entities’ interest in the
    net book value and net earnings of the Company in both dollar amounts and percentages. Refer to Exchange Act Rule 13e-3(e), Item
    7 of Schedule 13E-3, Item 1013(d) of Regulation M-A and Instruction 3 thereto.

Response:
The Company respectfully advises the Staff that it has included the effects of the transaction on the LNW Entities’ interest in
the net book value and net earnings of the Company in both dollar amounts and percentages on page 58 of the Definitive Information
Statement in response to the Staff’s comment.

    4.
    The SEC Reference Room
    no longer provides a means for stockholders to access periodic and current reports or proxy statements; however, those filings are
    generally available on the SEC's EDGAR system. Please revise your disclosure accordingly.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on pages 14 and 97 of the Definitive Information Statement
in response to the Staff’s comment.

Directors, Executive Officers and Controlling Persons of the
Company

    5.
    We note your disclosure
    of “None” on page 23 under “LNW Social Holding Company I, LLC.” Please provide the information required
    by Item 1003 of Regulation M-A for each person specified in General Instruction C to Schedule 13E-3 with respect to LNW Social Holding
    Company I, LLC, or advise.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 23 of the Definitive Information Statement
in response to the Staff’s comment.

Background of the Merger

    6.
    We note your disclosure
    that “[a]fter preliminary negotiations between Parent and the 2021 Special Committee failed to yield an agreement, on December 22,
    2021, Parent issued a press release announcing the withdrawal of the 2021 Offer.” Disclose the Company’s reasons for
    rejecting the 2021 Offer. Refer to Item 1013(b) of Regulation MA.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 24 of the Definitive Information Statement
in response to the Staff’s comment.

    7.
    On page 25, we note
    the various references to the "prospective members" of the Special Committee. Please identify those directors by name.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 25 of the Definitive Information Statement
in response to the Staff’s comment.

    8.
    We note your disclosure
    on page 28 that “the Special Committee discussed potential alternatives to a transaction with Parent.” Briefly describe
    the alternatives. Refer to Item 1013(b) of Regulation M-A.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 29 of the Definitive Information Statement
in response to the Staff’s comment.

    9.
    We note your disclosure
    that “S&C and Cravath exchanged multiple drafts of the proposed Merger Agreement through which they negotiated a variety
    of terms, including, among other things, employee matters... .” Please disclose the ultimate outcome of the negotiations with
    respect to such employee matters.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 29 of the Definitive Information Statement
in response to the Staff’s comment.

    2

    10.
    We note your disclosure
    that “members of the Company’s management presented on, among other things, preliminary financial expectations for the
    second quarter of 2023 and the full year of 2023 and Company management’s long-range plan for the Company as presented at the
    Board meeting on February 21, 2023,” which management later updated to form the July Projections. Disclose the material
    differences between the February Projections and the July Projections.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 27 of the Definitive Information Statement
in response to the Staff’s comment.

    11.
    We note Engine Capital
    LP's Schedule 13D filing of October 3, 2022, which attached a letter Engine Capital sent to the Board encouraging the Board
    to consider a going-private transaction. Please expand the background section to disclose the impact, if any, of Engine Capital on
    the Board's deliberations.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 25 of the Definitive Information Statement
in response to the Staff’s comment.

Position of the LNW Entities in Connection with the Merger

    12.
    We note that the LNW
    Entities considered the Lazard analyses and opinion. Note that if any filing person has based its fairness determination on the analysis
    of factors undertaken by others, such person must expressly adopt this analysis and discussion as their own in order to satisfy the
    disclosure obligation. See Question 20 of Exchange Act Release No. 34-17719 (April 13, 1981). Please revise to state, if
    true, that the LNW Entities adopted Lazard’s analyses and conclusion as their own. Alternatively, please briefly explain to
    us why the LNW Entities have satisfied their obligation to disclose the material factors upon which their fairness determination
    is based.

Response:
The Company respectfully advises the Staff that the LNW Entities do not seek to rely on the Lazard analyses, presentations and opinion
to support their finding of fairness to Unaffiliated Stockholders. However, the LNW Entities considered a variety of procedural factors
related to the fairness of the Merger, including that the Special Committee received the Lazard analyses, presentations and oral opinion,
which was subsequently confirmed by delivery of Lazard’s written opinion dated August 8, 2023 to the Special Committee.
The Company respectfully advises the Staff that it has revised the disclosure on page 52 of the Definitive Information Statement
to more clearly state the procedural grounds noted above in response to the Staff’s comment.

Purposes and Reasons of the Company in Connection with the Merger

    13.
    Please disclose the Company’s
    reasons for undertaking the transaction at this time, as opposed to at any other time. Refer to Item 1013(c) of Regulation M-A.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 53 of the Definitive Information Statement
in response to the Staff’s comment.

Market Information, Dividends and Certain Transactions in the
Class A Common Stock

    14.
    Disclose where, how and
    by whom the transactions listed on page 83 were effected. Refer to Item 1008(b)(1) and (5) of Regulation M-A.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on pages 84 and 85 of the Definitive Information Statement
in response to the Staff’s comment.

Transactions between the Company and the LNW Entities

    15.
    We note your disclosure
    that the “TRA will also terminate … upon certain change of control events specified in the agreement.” Disclose
    whether the Merger would constitute such a change of control and thus cause the termination of the TRA.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on pages 86 and 87 of the Definitive Information Statement
in response to the Staff’s comment.

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    16.
    To the extent applicable,
    provide all information required by Item 1005(a) of Regulation M-A with respect to the current fiscal year. We note your disclosure,
    for example, that “[e]xpenses paid to Parent and its affiliates for services provided in 2022 were $6.0 million.”

Response:
The Company respectfully advises the Staff that it has revised the disclosure on pages 86 and 87 of the Definitive Information Statement
in response to the Staff’s comment.

    17.
    We note your disclosure
    that on “May 6, 2022, [you] entered into an amendment which extended [y]our rights under the IP License Agreement through
    July 7, 2022.” Disclose whether such rights remain in existence.

Response:
The Company respectfully advises the Staff that it has revised the disclosure on page 86 of the Definitive Information Statement
in response to the Staff’s comment.

*********

If you have any questions, please do not hesitate
to contact the undersigned at (212) 558-3275 or cohena@sullcrom.com. Thank you in advance for your cooperation in connection with this
matter.

    Sincerely,

    /s/
    Audra Cohen

    Audra
    Cohen

    Partner

    SULLIVAN & CROMWELL LLP

    CC:
    Melissa Sawyer, Sullivan & Cromwell LLP

    Robert Townsend, Cravath Swaine & Moore LLP

    Jin-Kyu Baek, Cravath Swaine & Moore LLP

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