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CORRESP Filing

BTC Development Corp.
Date: Sept. 26, 2025 · CIK: 0002042292 · Accession: 0001213900-25-092169

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File numbers found in text: 333-289705

Date
September 26, 2025
Author
Title: Chief Financial Officer
Form
CORRESP
Company
BTC Development Corp.

Letter

BTC Development Corp.

2929 Arch Street, Suite 1703

Philadelphia, PA 19104

September 26, 2025

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F. Street, N.E.

Washington, D.C. 20549

Attention: Babette Cooper Pearlyne Paulemon

Re: BTC Development Corp. Registration Statement on Form S-1 File No. 333-289705

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended, BTC Development Corp. (the "Registrant") respectfully requests that the effective date of the above-referenced Registration Statement on Form S-1 be accelerated so that the same will become effective at 4:00 PM ET on Monday September 29, 2025, or as soon thereafter as is practicable.

The Registrant hereby authorizes Rahul K. Patel, of Morgan, Lewis & Bockius LLP to orally modify or withdraw this request for acceleration.

Please contact Rahul K. Patel at +1.212.309.6862 or rahul.patel@morganlewis.com with any questions you may have concerning this request, and please notify them when this request for acceleration has been granted.

Very truly yours,
BTC Development Corp.
By: /s/ Robert Maxwell Smeal
Name: Robert Maxwell Smeal
Title: Chief Financial Officer

Show Raw Text
CORRESP
 1
 filename1.htm

 BTC Development Corp.

 2929 Arch Street, Suite 1703

 Philadelphia, PA 19104

 September 26, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F.
Street, N.E.

 Washington, D.C. 20549

 Attention: Babette Cooper	 Pearlyne Paulemon

 Re: BTC Development Corp.
 Registration Statement on Form S-1
 File No. 333-289705

 Ladies and Gentlemen:

 In accordance with Rule 461 under the Securities
Act of 1933, as amended, BTC Development Corp. (the "Registrant") respectfully requests that the effective date of the above-referenced
Registration Statement on Form S-1 be accelerated so that the same will become effective at 4:00 PM ET on Monday September 29, 2025, or
as soon thereafter as is practicable.

 The Registrant hereby authorizes Rahul K. Patel, of
Morgan, Lewis & Bockius LLP to orally modify or withdraw this request for acceleration.

 Please contact Rahul K. Patel at +1.212.309.6862 or
rahul.patel@morganlewis.com with any questions you may have concerning this request, and please notify them when this request for acceleration
has been granted.

 Very truly yours,
 BTC Development Corp.

 By: /s/ Robert Maxwell Smeal
 Name: Robert Maxwell Smeal
 Title: Chief Financial Officer