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Correspondence 0001628280-25-011478 from Amentum Holdings, Inc. (AMTM)

Amentum Holdings, Inc.
Date: March 10, 2025 · CIK: 0002011286 · Accession: 0001628280-25-011478

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File numbers found in text: 333-285663

Date
March 10, 2025
Author
Paul W. Cobb, Jr.
Form
CORRESP
Company
Amentum Holdings, Inc.

Letter

Document AMENTUM HOLDINGS, INC. 4800 Westfields Blvd., Suite #400 Chantilly, Virginia 20151 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Ms. Cara Wirth Amentum Holdings, Inc. Registration Statement on Form S-1 File No. 333-285663 March 10, 2025 Dear Ms. Wirth: Pursuant to Rule 461 of the General Rules and Regulations of the Securities and Exchange Commission (the “ Commission ”) under the Securities Act of 1933, as amended (the “ Securities Act ”), Amentum Holdings, Inc. (the “ Company ”) hereby requests that the effective date of the above-referenced Registration Statement be accelerated so that the Registration Statement, as then amended, will become effective under the Securities Act at 5:00 p.m. (New York City time) on March 11, 2025 or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Cravath, Swaine & Moore LLP, request by telephone that such Registration Statement be declared effective. In connection with this request, the Company acknowledges its obligations under the Securities Act. *** It would be appreciated if, as soon as the Registration Statement is declared effective, you would so inform Ryan Patrone at (212) 474-1280. The Company hereby authorizes Mr. Patrone to orally modify or withdraw this request for acceleration. Very truly yours, AMENTUM HOLDINGS, INC. By: /s/ Paul W. Cobb, Jr. Name: Paul W. Cobb, Jr. Title: Senior Vice President, Legal & Corporate Secretary [Signature Page to the Company’s Acceleration Request]

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CORRESP
 1
 filename1.htm

 Document AMENTUM HOLDINGS, INC. 4800 Westfields Blvd., Suite #400 Chantilly, Virginia 20151 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention:    Ms. Cara Wirth Amentum Holdings, Inc. Registration Statement on Form S-1 File No. 333-285663 March 10, 2025 Dear Ms. Wirth: Pursuant to Rule 461 of the General Rules and Regulations of the Securities and Exchange Commission (the “ Commission ”) under the Securities Act of 1933, as amended (the “ Securities Act ”), Amentum Holdings, Inc. (the “ Company ”) hereby requests that the effective date of the above-referenced Registration Statement be accelerated so that the Registration Statement, as then amended, will become effective under the Securities Act at 5:00 p.m. (New York City time) on March 11, 2025 or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Cravath, Swaine & Moore LLP, request by telephone that such Registration Statement be declared effective. In connection with this request, the Company acknowledges its obligations under the Securities Act. *** It would be appreciated if, as soon as the Registration Statement is declared effective, you would so inform Ryan Patrone at (212) 474-1280. The Company hereby authorizes Mr. Patrone to orally modify or withdraw this request for acceleration. Very truly yours, AMENTUM HOLDINGS, INC. By: /s/ Paul W. Cobb, Jr. Name: Paul W. Cobb, Jr. Title: Senior Vice President, Legal & Corporate Secretary [Signature Page to the Company’s Acceleration Request]