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CORRESP Filing

Rice Acquisition Corp 3
Date: Sept. 26, 2025 · CIK: 0002074872 · Accession: 0001213900-25-092108

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File numbers found in text: 333-289938

Date
September 26, 2025
Author
RICE ACQUISITION CORPORATION 3
Form
CORRESP
Company
Rice Acquisition Corp 3

Letter

Rice Acquisition Corporation 3

102 East Main Street, Second Story

Carnegie, Pennsylvania 15106

September 26, 2025

VIA EDGAR

United States Securities and Exchange Commission Division of Corporation Finance

Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549

Attention: Pam Howell

Kellie Kim

Wilson Lee

Re: Rice Acquisition Corporation 3 Registration Statement on Form S-1, as amended File No. 333-289938

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, Rice Acquisition Corporation 3 (the "Company") hereby requests acceleration of the effective date of the above-referenced Registration Statement to 4:00 p.m., Eastern Time, on September 30, 2025, or as soon thereafter as practicable.

Please contact Lanchi Huynh of Kirkland & Ellis LLP, the Company's legal counsel, at (214) 972-1673 as soon as the above-referenced Registration Statement has been declared effective or if you have any other questions or concerns regarding this matter.

Thank you in advance for your assistance.

Sincerely,
RICE ACQUISITION CORPORATION 3

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CORRESP
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 filename1.htm

 Rice Acquisition Corporation 3

 102 East Main Street, Second Story

 Carnegie, Pennsylvania 15106

 September 26, 2025

 VIA EDGAR

 United States Securities and Exchange Commission
Division of Corporation Finance

 Office of Real Estate & Construction
100 F Street, N.E.
Washington, D.C. 20549

 Attention: Pam Howell

 Kellie Kim

 Wilson Lee

 Re: Rice Acquisition Corporation 3
Registration Statement on Form S-1, as amended
File No. 333-289938

 Ladies and Gentlemen:

 Pursuant to Rule 461 under the Securities Act of
1933, as amended, Rice Acquisition Corporation 3 (the "Company") hereby requests acceleration of the effective date of the
above-referenced Registration Statement to 4:00 p.m., Eastern Time, on September 30, 2025, or as soon thereafter as practicable.

 Please contact Lanchi Huynh of Kirkland & Ellis
LLP, the Company's legal counsel, at (214) 972-1673 as soon as the above-referenced Registration Statement has been declared effective
or if you have any other questions or concerns regarding this matter.

 Thank you in advance for your assistance.

 Sincerely,

 RICE ACQUISITION CORPORATION 3

 By: /s/ James Wilmot Rogers
 Name: James Wilmot Rogers

 Title: Chief Financial Officer and Chief Accounting Officer