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CORRESP
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CORRESP

 VIA EDGAR CORRESP

February 2, 2023

U.S. Securities & Exchange Commission

 Division of
Corporation Finance

 100 F Street, NE

 Washington, D.C.
20549

 Attention: Jeffrey Gabor and Catherine De Lorenzo

Re:
 Freedom Acquisition I Corp.

Preliminary Proxy Statement on Schedule 14A

Filed January 17, 2023

File No. 001-40117

Ladies and Gentlemen:

 Pursuant to my discussion
with Mr. Jeffrey Gabor of the Division of Corporation Finance on February 1, 2023, Freedom Acquisition I Corp., a Cayman Islands exempted company (the “Company”), is hereby submitting as correspondence marked pages
set forth on Exhibit A hereto showing proposed changes to the Company’s Preliminary Proxy Statement on Schedule 14A submitted to the U.S. Securities and Exchange Commission on January 17, 2023 (the “Preliminary
Proxy Statement”). These proposed changes are intended to be responsive to the requests made by Mr. Jeffrey Gabor during our call and would be subsequently made in the Company’s Definitive Proxy Statement on Schedule 14A (the
“Proxy Statement”).

 The Company respectfully requests that the Staff review the filed correspondence in advance
of the Company filing its Proxy Statement.

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 *            *            *

If you have any questions or comments regarding the foregoing, please do not hesitate to contact me at (202)
551-1840.

 We thank you in advance for your assistance.

Sincerely,

 /s/ Brandon Bortner, Esq.

for PAUL HASTINGS LLP

 Enclosure

cc:
 Adam Gishen, Freedom Acquisition I Corp.

 February 2, 2023

  Page
 2

 EXHIBIT A

Pursuant to our conversation with the Staff, the risk factor disclosure on page 5 of the Preliminary Proxy Statement will be revised in the
Definitive Proxy Statement as follows:

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If we are deemed to be an investment company for purposes of the Investment Company Act, we would be required to institute burdensome compliance
requirements and our activities would be severely restricted. As a result, in such circumstances, unless we are able to modify our activities so that we would not be deemed an investment company, we may abandon our efforts to complete an initial
Business Combination and instead liquidate the Company. To mitigate the risk of being deemed to be an investment company for purposes
of the Investment Company Act,
we may
 instruct
 Continental to liquidate the securities held in the Trust Account and instead hold all funds in the Trust Account
in a
 bank deposit account.

 As described further above, the SPAC Rule Proposals relate, among other matters, to the
circumstances in which SPACs such as the Company could potentially be subject to the Investment Company Act and the regulations thereunder. The SPAC Rule Proposals would provide a safe harbor for such companies from the definition of
“investment company” under Section 3(a)(1)(A) of the Investment Company Act, provided that a SPAC satisfies certain criteria, including a limited time period to announce and complete a de-SPAC
transaction. Specifically, to comply with the safe harbor, the SPAC Rule Proposals would require a company to file a report on Form 8-K announcing that it has entered into an agreement with a target company
for a Business Combination no later than 18 months after the effective date of its registration statement for its initial public offering (the “IPO Registration Statement”). The company would then be required to complete its initial
Business Combination no later than 24 months after the effective date of the IPO Registration Statement.

 The amounts held in the Trust Account are invested in permitted United States “government
 securities” within
 the meaning of
Section 2(a
)(16)
 of the Investment Company Act, having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act that invest only in direct
U.S. government treasury obligations. As of September 30, 2022, there was $347,127,888 in investments held in the Trust Account. There is currently some uncertainty concerning the applicability of the Investment Company Act to a SPAC, including a
company like ours, that anticipates completing its Business Combination within 24 months after the effective date of the IPO Registration Statement. We expect
to. Regardless of the SPAC Rule Proposals or
 whether or not we complete our initial Business Combination within 24 months
after the effective date of our IPO Registration Statement,
of such date. Regardless it is possible that a claim could be made that we have been operating
as, and we could be deemed to be, an unregistered
investment company. The longer that the funds in the Trust Account are held in U.S.
 government
 securities or in money market funds invested exclusively in such securities, even prior to the
24-month anniversary of the effective date of our IPO Registration Statement, the greater risk that we may be considered an
unregistered investment company, in which case we may be required to liquidate.

 February 2, 2023

  Page
 3

Accordingly, we may determine, in our discretion, to instruct
Continental,
 the trustee with respect to the Trust Account, to liquidate the U.S. government treasury obligations or money market funds held in the Trust Account and thereafter to hold all funds in the
Trust Account in a bank deposit account, subject to the terms and conditions of the Trust Agreement. Interest on bank deposit accounts is variable and such accounts currently yield interest of approximately 3.0% per annum, which yield may be
materially less than the current investments in connection with the Trust Account.

If we are deemed to be an investment company under the Investment Company Act, our activities would be severely restricted. In addition, we
would be subject to burdensome compliance requirements. We do not believe that our principal activities will subject us to regulation as an investment company under the Investment Company Act. However, if we are deemed to be an investment company
and subject to compliance with and regulation under the Investment Company Act, we would be subject to additional regulatory burdens and expenses for which we have not allotted funds. As a result, unless we are able to modify our activities so that
we would not be deemed an investment company, we may abandon our efforts to complete an initial Business Combination and instead liquidate the Company. Were we to liquidate, our warrants would expire worthless, and our securityholders would lose the
investment opportunity associated with an investment in the combined company, including potential price appreciation of our securities.

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 *            *            *

Correspondingly, the disclosure on page 16 of the Preliminary Proxy Statement will be revised in the Definitive Proxy Statement as follows:

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How are the funds in the Trust Account currently being held?

With respect to the regulation of special purpose acquisition companies
(“SPACs”) like the Company, (“SPACs”) on March 30, 2022, the SEC issued proposed rules (the “SPAC Rule
Proposals”) relating to, among other items, disclosures in business combination transactions involving SPACs and private operating companies; the condensed financial statement requirements applicable to transactions involving shell
companies; the use of projections by SPACs in SEC filings in connection with proposed business combination transactions; the potential liability of certain participants in proposed business combination transactions; and the extent to which SPACs
could become subject to regulation under the Investment Company Act of 1940, as amended, including a
proposed rule that would provide SPACs a safe harbor from treatment as an investment company if they satisfy certain conditions that limit a SPAC’s duration, asset composition, business purpose and activities.

 February 2, 2023

  Page
 4

 With regard
to the SEC’s investment company proposals
included in the SPAC Rule Proposals, while the funds in the Trust Account were, since the Company’s initial public offering, held only in U.S. government treasury bills with a maturity of 185 days or less or in money market funds investing solely in U.S. Treasuries, to mitigate the risk of being viewed as operating an unregistered investment company (including pursuant to the subjective test of Section 3(a)(I)(A) of the Investment Company Act of 1940), on
February 25, 2021, the Company instructed
Continental Stock Transfer & Trust Company,
the trustee managing the Trust Account, to hold all funds in the Trust Account in cash until the earlier of consummation of the Business Combination and liquidation of the Company.

There is
currently some uncertainty concerning the applicability of the Investment Company Act to a SPAC. Regardless of the SPAC Rule Proposals or whether or not we complete our initial Business Combination within 24 months after the effective date of our
IPO Registration Statement, it is possible that a claim could be made that we have been operating as an unregistered investment company. Even prior to the 24-month anniversary of the effective date of our IPO
Registration Statement, we may be deemed to be an investment company.

 The amounts held in the Trust Account are invested in permitted United States “government
 securities” within
 the meaning of
Section 2(a)(16)
 of the Investment Company Act, having a maturity of 185 days or less or in money market funds investing
solelymeeting certain conditions under Rule 2a-7 promulgated
under the Investment Company Act that invest only in direct U.S. government treasury obligations. As of
September 30,
 2022, there was $347,127,888 in U.S. Treasuries, to mitigate the risk of being viewed as operating an
unregistered investment company (including pursuant to the subjective test of Section 3(a)(I)(A) of the Investment Company Act of 1940), on
February 25, 2021, the Company
instructedinvestments held in the Trust Account. The longer that the funds in the Trust Account are
held in
U.S.
 government
 securities or in money market funds invested exclusively in such securities, even prior to the
24-month anniversary of the effective date of our IPO Registration Statement, the greater risk that we may be considered an
unregistered investment company, in which case we may be required to liquidate. Accordingly, we may determine, in our discretion, to instruct Continental Stock Transfer & Trust Company, the trustee managing the Trust
Account,with respect to the Trust Account, to liquidate the U.S. government
 treasury obligations or money market funds held in the Trust Account and thereafter to hold all funds in the Trust Account in casha bank deposit
account until the earlier of consummation of the Business Combination and liquidation of the Company, subject to the terms and conditions of the Trust Agreement. Interest on bank deposit accounts is variable and such accounts currently yield interest of approximately 3.0% per annum,
which yield may be materially less than the current investments with respect to the Trust
Account. See the section entitled “Risk
 Factors—If we are deemed to be an investment company for purposes of the Investment Company Act, we would be
required to institute burdensome compliance requirements and our activities would be severely restricted. As a result, in such circumstances, unless we are able to modify our activities so that we would not be deemed an investment company, we may
abandon our efforts to complete an initial Business Combination and instead liquidate the Company. To mitigate the risk of being deemed to be an investment company for purposes of the Investment Company Act, we may instruct Continental to liquidate
the securities held in the Trust Account and instead hold all funds in the Trust Account in a bank deposit
account.”

 February 2, 2023

  Page
 5

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Correspondingly, the disclosure on page 39 of the Preliminary Proxy Statement will be revised in the Definitive Proxy Statement as follows:

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Overview

 On March 2, 2021, FACT
consummated its initial public offering (“IPO”) of 34,500,000 units, with each unit consisting of one Class A Ordinary Share and one-fourth of one redeemable warrant to purchase one
Class A Ordinary Share. Substantially concurrently with the closing of the IPO, the Company completed the private sale of 6,266,667 private placement warrants at a purchase price of $1.50 per private placement warrant to Freedom Acquisition I
LLC (the “Sponsor”), generating gross proceeds to us of $9.4 million. Following the closing of the Company’s IPO, an aggregate of $345.0 million ($10.00 per unit) of the net proceeds from its IPO and the sale of the
private placement warrants were placed in a trust account (the “Trust Account”) with Continental Stock Transfer & Trust Company (“Continental”) acting as trustee. Our Charter provides for the return of the
IPO proceeds held in the Trust Account to the holders of public shares if we do not complete our initial business combination by March 2, 2023. The amounts held in the Trust Account are invested in permitted United States “government
securities” within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), having a maturity of 185 days or less or in money market funds meeting certain
conditions under Rule 2a-7 promulgated under the Investment Company Act that invest only in direct U.S. government treasury obligations. As of September 30, 2022, there was $347,127,888 in
investments held in the Trust Account and approximately $169,558 of cash held outside the Trust Account. To mitigate
the risk of being deemed to be an investment company for purposes of the Investment Company Act, we may determine, in our discretion, to instruct
Continental,
 the trustee with respect to the Trust Account, to liquidate the U.S. government treasury obligations or money market funds held in the trust account and thereafter to hold all funds in the
Trust Account in a bank deposit account, subject to the terms and conditions of the Trust Agreement. See the section entitled
“Risk Factors—If we are deemed to be an investment company for purposes of the Investment Company Act, we would be required to institute
burdensome compliance requirements and our activities would be severely restricted. As a result, in such circumstances, unless we are able to modify our activities so that we would not be deemed an investment company, we may abandon our efforts to
complete an initial Business Combination and instead liquidate the Company. To mitigate the risk of being deemed to be an investment company for purposes of the Investment Company Act, we may instruct Continental to liquidate the securities held in
the Trust Account and instead hold all funds in the Trust Account in a bank deposit
account.”