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              Michael Kaplan

              +1 212 450 4111

              michael.kaplan@davispolk.com

              Davis Polk & Wardwell llp

              450 Lexington Avenue

                New York, NY 10017

              davispolk.com

              CONFIDENTIAL

              October 30, 2023

              Re:

              Allkem Livent plc (n/k/a Arcadium Lithium plc)

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

              Filed September 26, 2023 (Filing Date September 27, 2023)

              File No. 333-273360

      Ms. Julie Sherman

      Ms. Jane Park

      Office of Industrial Applications and Services

      Division of Corporation Finance

      United States Securities and Exchange Commission

      100 F Street N.E.

      Washington, D.C. 20549-3628

      Dear Ms. Sherman and Ms. Park:

      On behalf of our client, Allkem Livent plc (n/k/a Arcadium Lithium plc), a public limited company incorporated under the laws of the Bailiwick of Jersey (the “Company”), we are responding to the comments
        from the Staff (the “Staff”) of the Securities and Exchange Commission relating to Amendment No. 1 to the Company’s Registration Statement on Form S-4 (the “Registration
          Statement”) and certain exhibits contained in Amendment No. 2 to the Company’s Registration Statement on Form S-4 contained in the Staff’s letter dated October 21, 2023. In addition, the Company has amended the Registration Statement and
        is filing Amendment No. 3 to its Registration Statement (the “Amended Registration Statement”) and Amendment No. 4 to its Registration Statement (solely for the purposes of refiling certain amended technical
        report summaries as exhibits, which could not be filed with the Amended Registration Statement due to their size) on the date hereof.

      Set forth below are the Company’s responses to the Staff’s comments. For convenience, the Staff’s comments are repeated below in italics, followed by the Company’s response to each comment as well as a summary of the responsive actions taken. We
        have included page numbers to refer to the locations in the Amended Registration Statement where the revised language addressing particular comments appears. Capitalized terms used but not defined herein shall have the meanings ascribed to such
        terms in the Amended Registration Statement.

      Amendment No. 1 to Registration Statement on Form S-4 filed September 27, 2023

      Risks Related to Tax Matters, page 50

            1.

              We note your response to our prior comment 8 that “because the ownership percentage in this case is expected to be below 60%, the transaction is not expected to be a 'third-country transaction' as that term is
                used in the relevant Treasury Regulations.” Please revise your disclosure to include this additional information in the risk factor and the discussion of the material tax consequences.

      Response: In response to the Staff’s comment, the
          Company has revised the disclosure on pages 53 and 134 of the Amended Registration Statement to state that the Company does not expect the transaction to be a “third-country transaction” within the meaning of the applicable Treasury regulations.

      Background of the Transaction, page 83

            2.

              We acknowledge your revised disclosure in response to our prior comment 12, which we reissue in part. Please revise to clarify the number of other potential targets in the broader lithium sector (and any other
                targets) that were assessed based on your selection criteria. To the extent you considered additional potential targets in addition to Allkem, please describe the process of identifying such targets, the progress or any discussions your had
                with those other targets, and when and on what basis the discussions with those targets ended. The revised disclosure should clarify how and on what basis you determined to narrow your search to Allkem and the reasons underlying Livent
                management's decision not to pursue the other targets.

      Response: In response to the Staff’s comment, the
          Company has revised the disclosure on pages 85-86 of the Amended Registration Statement.

            3.

              We reissue comment 13 in part. We note your continued reference to unnamed third-party consultants acting on behalf of Allkem and Livent in connection with the due diligence process, such as the references on
                pages 90-92. Please revise to identify and describe the role of such third-party consultants. For example, if the third-party consultant who completed the due diligence site visit of Livent's Fenix and Guernes operations in April 2023 was
                Ausenco Limited, which had been engaged in March 2023 to perform engineering and technical review of the inputs to Livent's financial projections, please so clarify.

      Response: In response to the Staff’s comment, the Company has revised the
          disclosure on pages 94-96 of the Amended Registration Statement to identify and describe the roles of the third-party consultants acting on behalf of Allkem Limited (“Allkem”) in connection with the due
          diligence process and Livent.

            4.

              We note your revised disclosure in response to our prior comments 15 and 17, which we reissue in part.  Please revise your disclosure throughout this section to provide greater detail as to the background of
                the transaction, including the material issues discussed and key negotiated terms. The disclosure should provide shareholders with an understanding of how, when, and why the material terms of your proposed transaction evolved and why this
                transaction is being recommended as opposed to any alternatives. In your revised disclosure, please ensure that you address the following:

            •

              the material terms for any proposals and subsequent proposals and counteroffers in the negotiations, including the relative ownership split of the combined company, the exchange ratio and board composition;

            •

              negotiation of the transaction documents and the parties involved; and

            •

              changes in or contested points related to valuations.

      For example, please disclose the potential new transaction structure and the relative ownership percentages discussed between June 27 and July 5, 2022; Allkem's proposed ownership split of the
        combined company as reflected in the initial draft of the transaction agreement on July 6, 2022; and the substance of each party's positions in the Allkem and Livent Board meetings on July 7, 2022.

      Response: In response
          to the Staff’s comment, the Company has revised the disclosure under the caption “The Transaction—Background of the Transaction” on pages 85-97 of the Amended Registration Statement.

            October 30, 2023

        2

            5.

              We note your disclosure on page 86 relating to Allkem's focus on fundamental valuations of the two companies as compared to current market valuations. You also disclose on page 89 that the process for
                determining the relative ownership percentages in the combined company was based on the underlying fundamental valuations of the two businesses. Please expand your disclosure to clarify the differences between the fundamental valuations and
                current market valuations of the two companies.

      Response: In response to the Staff’s comment, the
          Company has revised the disclosure on page 88 of the Amended Registration Statement to clarify the differences between the fundamental valuations and current market valuations of the two companies.

            6.

              We note your revised disclosure in response to our prior comment 16, which we reissue in part. We refer to your disclosure on page 89 that in March 2023, the parties exchanged updated projections, and that the
                projections were "updated to reflect such party's analysis and opinion on the current state and outlook of the lithium market and the applicable respective businesses, in particular with respect to cost inflation and the timing, production,
                operating costs and capital spend associated with each company's operating assets and development projects."  We also note the disclosure on page 90, that the projected cash flows were "adjusted to account for each party's view on expected
                reliability and certain other risks." Please disclose the content of these changes and how they affected the initial projections supplied by each party.  Please include disclosure of all material changes to the projections and material
                assumptions underlying the projections.

      Response: In response to the Staff’s comment, the
          Company has revised the disclosure on pages 92-93 of the Amended Registration Statement.

      Summary of Financial Analysis by Gordon Dyal & Co., page 98

            7.

              Please revise this section to address all analysis performed by the financial advisor, including comparable company, comparable transactions and side-by-side comparisons. Please disclose the selection criteria
                for each of the comparable companies and transactions, how the criteria was chosen, and whether any companies or transactions meeting the selection criteria were excluded from the analysis. Disclose the multiples for each company in the
                analysis as well as the financial data used to derive such multiples, and explain how this analysis factored into each party's board's valuation.

      Response: The Company respectfully advises the
          Staff that all analysis performed by the financial advisor that was relevant to the financial advisor’s determination of the fairness of the exchange ratio is already disclosed in the Registration Statement. For purposes of rendering its opinion
          in connection with the transaction, Gordon Dyal & Co. did not rely on comparable company analysis, comparable transactions analysis or side by side comparisons or any other analysis not previously disclosed, as those were deemed not relevant
          for purposes of evaluating the fairness of this merger-of-equals transaction.  The Company has also revised the disclosure on page 103 of the Amended Registration Statement to clarify this point.

      Material Underlying Assumptions, page 105

            8.

              We note the revised disclosure in response to comment 23 and reissue the comment in part.  On page 205 you now state that you have disclosed "[t]he assumptions underlying the Forecasts that are considered most
                material in the view of Livent's management." Please revise to include all material assumptions, rather than only the "most material" assumptions.  Quantify the assumptions to the extent practicable and clarify the relevant time frames for
                any assumptions that are specific to time, such as timing of completion of expansion projects.  To the extent you reference information that is "disclosed or incorporated by reference elsewhere in this proxy statement," provide a specific
                cross-reference, or revise this section to disclose the information.

            October 30, 2023

        3

      Response: In response to the Staff’s comment, the
          Company has revised the disclosure on page 110 of the Amended Registration statement.

      Projected Synergies, page 108

            9.

              We note your revised disclosure in response to our prior comment 26, which we reissue in part. Please revise to expand your disclosure of the benefits with respect to Livent’s optimized business operating
                model and under the heading “Operating Model Integration Savings.”

      Response: In response to the Staff’s comment, the
          Company has revised the disclosure on pages 113-114 of the Amended Registration Statement.

      Material U.S. Federal Income Tax Considerations for U.S. Holders, page 126

            10.

              We note your response to comments 29 and 30 and the related revised disclosure. Revise this section to provide the tax opinion in full in the filing, including the material assumptions.  In the alternative,
                you may file a long-form opinion, which provides the full opinion including all material assumptions, as an exhibit.  In whichever form, the full tax opinion, including material assumptions, must be in the same document.  Refer to Item
                601(b)(8) of Regulation S-K and Section III.B. of Staff Legal Bulletin No. 19, regarding long- and short-form tax opinions.

      Response: In response to the Staff’s comment, the
          Company has filed a full tax opinion, including material assumptions, as Exhibit 8.1 to the Amended Registration Statement.

      Material Individual Properties, page 216

            11.

              We acknowledge your revised disclosure in response to our prior comment 37, which we reissue in part. For each of Allkem's joint ventures with respect to the Olaroz lithium facility and Naraha lithium
                hydroxide plant, please disclose the aggregate amounts paid or received to date under such joint venture agreements, including any royalty payments, as applicable.

      Response: In response to the Staff’s comment, the
          Company has revised the disclosure on pages 204-206 and 228 of the Amended Registration Statement.

      Amendment to Form S-4 filed September 27, 2023

      Unaudited Prospective Financial Information, page 102

            12.

              We see that you revised your projections to present projections through the years 2066 and 2067. Given the amount of
                  uncertainty in developing projections over 40 years out, please tell us why you believe your presentation is reasonable and appropriate.

      Response: The Company respectfully advises the
          Staff that although there is uncertainty in developing projections over 40 years out, the Livent Board believed such presentation was reasonable and appropriate because it reflected the life-of-the-mine for each asset, which is customary for
          considering value in the industry of Livent and Allkem. Given the finite life of the relevant assets, the Livent Board considered that projections through the life-of-the-mine and in accordance with the life-of-the-mine plan for each asset would
          be a more reasonable and appropriate basis for assessing net asset value as opposed to considering a terminal value that assumes a perpetual life of the assets. The Company has also revised the disclosure on page 107 of the Amended Registration
          Statement to further clarify this point.

            October 30, 2023

        4

      Note 4, page 180

            13.

              We understand that the estimated transaction consideration has decreased by 23% since your July 21, 2023 filing due to the corresponding decline in share price. Regarding your revised preliminary purchase
                price allocation, please clarify for us why a greater portion of the $1.6 billion decline in estimated transaction consideration was not deducted from your acquired goodwill calculation. Disclose any specific changes in facts and
                circumstances that could have reasonably caused the estimated fair value of the acquired property, plant, equipment and mineral rights to decline from $6.1 billion in July to $4.5 billion in September. It appears that the carrying value of
                these assets actually increased between March 31 and June 30 of 2023. We may have further comment.

      Response: The Company respectfully advi