SecProbe.io

CORRESP
 1
 filename1.htm

 GCI Liberty, Inc.

 12300 Liberty Boulevard

 Englewood, Colorado 80112

 (720) 875-5900

 June 18, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Technology

 100 F Street, N.E.

 Washington, D.C. 20549

 Attn: Kathleen Krebs

 Re: GCI Liberty, Inc.

 Registration Statement on Form S-1
(File No. 333-286272)

 Ladies and Gentlemen:

 In accordance with Rule 461 of Regulation C of
the General Rules and Regulations under the Securities Act of 1933, as amended, we hereby request the acceleration of the effective date
of the above-referenced Registration Statement, as amended, so that it will become effective on June 23, 2025, at 4:00 p.m., Eastern Time,
or as soon thereafter as practicable, or at such later time as GCI Liberty, Inc. (the "Company") or its counsel may request
via telephone call to the staff.

 Please contact Jeeho Lee of O'Melveny &
Myers LLP, counsel to the Company, at (212) 326-2266, or in her absence, C. Brophy Christensen at (415) 984-8793, to provide notice of
effectiveness, or if you have any other questions or concerns regarding this matter.

 [ Signature Page Follows ]

 Very truly yours,

 GCI Liberty, Inc.

 By:
 /s/ Renee L. Wilm

 Name:
 Renee L. Wilm

 Title:
 Chief Legal Officer and Chief Administrative Officer

 [ Signature Page to Acceleration Request Letter ]

CORRESP
 1
 filename1.htm

 O'Melveny &
 Myers LLP
 T:
 +1 415 984 8700
 File
 Number: 0505788-00017

 Two
 Embarcadero Center
 F:
 +1 415 984 8701

 28ᵗʰ
 Floor
 omm.com

 San
 Francisco, CA 94111-3823

 C.
 Brophy Christensen

 D:
 +1 415 984 8793

 bchristensen@omm.com

 June 10, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Technology

 100 F Street, NE

 Washington, D.C. 20549

 Attention: Ms. Kathleen Krebs

 Re:
 GCI
 Liberty, Inc.

 Registration
 Statement on Form S-1

 File
 No. 333-286272

 Dear Ms. Krebs:

 On behalf of our client, GCI Liberty, Inc.,
a Nevada corporation (" GCI Liberty " or the " Company "), we are providing its responses to the comment
of the Staff of the Division of Corporation Finance (the " Staff ") of the U.S. Securities and Exchange Commission (the
" SEC ") set forth in your letter, dated June 6, 2025, with respect to the filing referenced above.

 This letter is being filed electronically via the
EDGAR system today.

 For your convenience, we have restated below the
Staff's comment in bold, followed by our response to the comment. Capitalized terms used and not defined herein have the meanings
given in Amendment No. 2 to the Registration Statement on Form S-1, which was filed with the SEC on May 27, 2025 (as amended,
the " Registration Statement "). Page references in our responses correspond to the pages and captions in the
Registration Statement:

 Amendment No. 2 to Registration Statement on Form S-1

 Index to Financial Statements

 Combined Statements of Operations, page F-16

 1. We have reviewed your response to prior comment no. 2. We note that you state "Operating expenses includes certain immaterial
direct and indirect selling expenses." Please clarify why the Operating Expense (exclusive of depreciation and amortization) is
significantly more than the Operating Expense (excluding stock based compensation) presented in Segment footnote disclosure in Liberty
Broadband Corporation's Form 10-K for the fiscal year ended December 31, 2024. This comment also applies to page F-3
of the Form S-1 and Liberty Broadband Corporation's Form 10-Q for the quarterly period ended March 31, 2025. In this
regard, please confirm that operating expense (exclusive of depreciation and amortization) represent expenses incurred in providing services
and products to your customers. Refer to Rule 5-03(b)(2) and (4) of Regulation S-X.

 Austin • Century City • Dallas •
Houston • Los Angeles • Newport Beach • New York • San Francisco • Silicon Valley • Washington, DC

 Beijing • Brussels • Hong Kong •
London • Seoul • Shanghai • Singapore • Tokyo

 Response : GCI Liberty respectfully
acknowledges the Staff's comment. In determining the most appropriate income statement expense captions for the Company and Liberty
Broadband, management recognizes that judgment must be utilized when expense items have elements that a reasonable person may conclude
align with more than one income statement expense caption as those captions are listed within Rule 5-03(b)(2) and (4). Technology
expense, as defined in the Company's combined financial statements, is the primary difference between the operating expense amount
disclosed in the Company's combined financial statements and the operating expense amount disclosed in Liberty Broadband's
consolidated financial statements. The primary difference is not driven by the certain direct and indirect selling expenses included in
the Company's operating expenses and referenced in the Company's response to Staff Comment #2 from its response letter dated
May 6, 2025, which are immaterial as they represent approximately 5% of total operating expenses (excluding selling, general and
administrative expense) of the Company for the three months ended March 31, 2025 and both of the years ended December 31, 2024
and 2023.

 In management's reasonable judgment, the
Company concluded that technology expense does in fact have elements that a reasonable person may conclude align either as an operating
expense or as a general and administrative expense. Because reasonable judgment may result in two reasonable conclusions for income statement
classification, the Company's ultimate conclusion was based on how its chief operating decision maker (" CODM ")
reviews and manages the business, noting that the CODM is different for the Company and Liberty Broadband.

 With respect to Liberty Broadband, the CODM reviews
the operating results of its equity method investment in Charter and Liberty Broadband's consolidated subsidiary, GCI Holdings.
Given that the fair value in the Company's investment in Charter is substantially greater than the estimated fair value of GCI Holdings
(as discussed in the Company's response to Staff Comment #5 from its response letter dated May 6, 2025), the CODM reviews the
results of GCI Holdings at a summarized level and considers technology expense more general and administrative in nature since the amount
is not reviewed separately and is not used to allocate resources between its segments. With respect to the Company, the CODM is the Chief
Executive Officer of the Company who reviews the results of GCI Holdings, including expenses such as technology expense in more granular
detail as compared to Liberty Broadband's CODM. The CODM considers technology expense to be more operating in nature since the Company
operates as a single segment and the CODM allocates resources based on the GCI Holdings converged network to drive efficiencies and develop
uniform strategies. As such, the Company concluded that technology expense should be classified as an operating expense to align with
the CODM's review of expenses.

 Given that judgment was utilized for both the Company
and Liberty Broadband in concluding how to classify expense items for which a reasonable person may conclude align with more than one
income statement expense caption, management concluded the income statement classification is reasonable and appropriate for both the
Company and Liberty Broadband.

 * * *

 2

 If you have any questions, please do not hesitate
to contact the undersigned at (415) 984-8793 or bchristensen@omm.com.

 Very
 truly yours,

 /s/
 C. Brophy Christensen

 C.
 Brophy Christensen

 cc: GCI Liberty, Inc .
Renee L. Wilm

 3

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 6, 2025

Ronald A. Duncan
President and Chief Executive Officer
GCI Liberty, Inc.
12300 Liberty Blvd.
Englewood, Colorado 80112

 Re: GCI Liberty, Inc.
 Amendment No. 2 to Registration Statement on Form S-1
 Filed May 28, 2025
 File No. 333-286272
Dear Ronald A. Duncan:

 We have reviewed your amended registration statement and have the
following
comment.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe the comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our May 20, 2025
letter.

Amendment No. 2 to Registration Statement on Form S-1
Index to Financial Statements
Combined Statements of Operations, page F-16

1. We have reviewed your response to prior comment no. 2. We note that you
state
 Operating expenses includes certain immaterial direct and indirect
selling expenses.
 Please clarify why the Operating Expense (exclusive of depreciation and
 amortization) is significantly more than the Operating Expense
(excluding stock-
 based compensation) presented in Segment footnote disclosure in Liberty
Broadband
 Corporation s Form 10-K for the fiscal year ended December 31, 2024.
This comment
 also applies to page F-3 of the Form S-1 and Liberty Broadband
Corporation s Form
 10-Q for the quarterly period ended March 31, 2025. In this regard,
please confirm
 that operating expense (exclusive of depreciation and amortization)
represent
 June 6, 2025
Page 2

 expenses incurred in providing services and products to your customers.
Refer to Rule
 5-03(b)(2) and (4) of Regulation S-X.
 Please contact Amanda Kim at 202-551-3241 or Stephen Krikorian at
202-551-3488
if you have questions regarding comments on the financial statements and
related
matters. Please contact Kathleen Krebs at 202-551-3350 or Larry Spirgel at
202-551-3815
with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Technology
cc: Jeeho Lee, Esq.
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 O'Melveny & Myers LLP
 T: +1 415 984 8700
 File Number: 0505788-00017

 Two Embarcadero Center
 F: +1 415 984 8701

 28ᵗʰ Floor
 omm.com

 San Francisco, CA 94111-3823

 May 27, 2025
 C. Brophy Christensen

 D: +1 415 984 8793

 VIA EDGAR
 bchristensen@omm.com

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Technology

 100 F Street, NE

 Washington, D.C. 20549

 Attention: Ms. Kathleen Krebs

 Re:
 GCI Liberty, Inc.

 Registration Statement on Form S-1

 File No. 333-286272

 Dear Ms. Krebs:

 On behalf of our client, GCI Liberty, Inc.,
a Nevada corporation (" GCI Liberty "), we are providing its responses to the comments of the Staff of the Division of
Corporation Finance (the " Staff ") of the U.S. Securities and Exchange Commission set forth in your letter, dated May 20,
2025, with respect to the filing referenced above.

 This letter and Amendment No. 2 to the Registration
Statement on Form S-1 (as amended, the " Registration Statement ") are being filed electronically via the EDGAR
system today.

 For your convenience, we have restated below the
Staff's comments in bold, followed by our response to each such comment. Capitalized terms used and not defined herein have the
meanings given in the Registration Statement. Page references in our responses correspond to the pages and captions in the Registration
Statement:

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

 Accounting Treatment, page 56

 1. Your response to prior comment 6 states that the separation and distribution agreement, the tax sharing agreement and the tax receivables
agreement are not expected to materially change the future results of GCI Liberty. However, your response to prior comment 8 states that
services agreement, facilities sharing agreement, and an aircraft time sharing agreement, as described in the registration statement on
pages 122-124, as well as other public company costs, are currently estimated to be less than $10 million per annum. In addition
we note your disclosure that "if the cash taxes payable by Liberty Broadband from the separation exceed $420 million, GCI Liberty
must pay to Liberty Broadband the value of the portion of U.S. federal, state and local income tax benefits realized by GCI Liberty as
a result of certain tax elections made with respect to the separation that correspond to taxes from the separation in excess of $420 million."
In light of these factors, please confirm that pro forma financial information are not necessary to reflect GCI Liberty as an autonomous
entity. Refer to Rule 11-01(a)(7) of Regulation S-X.

 Austin • Century City • Dallas •
Houston • Los Angeles • Newport Beach • New York • San Francisco • Silicon Valley • Washington, DC

 Beijing • Brussels • Hong Kong •
London • Seoul • Shanghai • Singapore • Tokyo

 Response : GCI Liberty respectfully
acknowledges the Staff's comment. The Company considered whether pro forma financial information was required pursuant to Rule 11-01(a)(7) of
Regulation S-X. The Company notes that the GCI Liberty historical information, as combined, includes all historical costs to appropriately
reflect the operations and financial position of the registrant as an autonomous entity, with the exception of the incremental costs associated
with the public company costs as described in our previous response. The $10 million of estimated public company expenditures (including
approximately $5 million related to the services agreement) were not considered significant enough for purposes of inclusion of pro forma
financial statements but instead we included in Management's Discussion and Analysis of Financial Condition and Results of Operations on page 86
of the Registration Statement and note 1 of the historical combined financial statements a statement regarding the various agreements
with an indication of magnitude, so investors have the relevant information necessary to make an investment decision. We note that $10
million represents approximately 1% of the Company's total expenditures for each of the years ended December 31, 2024 and 2023.

 In relation to the amount of tax benefits potentially
payable to Liberty Broadband, the Company considered whether the impact of the tax receivables agreement would necessitate the inclusion
of pro forma financial information. As stated in the Registration Statement on page 126 ,
GCI Liberty and Liberty Broadband will enter into the tax receivables agreement, which would obligate GCI Liberty to pay to Liberty Broadband
the value of a portion of the tax benefits realized by GCI Liberty and its subsidiaries if certain conditions are met. More specifically,
if the cash taxes payable by Liberty Broadband from the separation exceed $420 million, GCI Liberty must pay to Liberty Broadband the
value of the portion of U.S. federal, state and local income tax benefits realized by GCI Liberty as a result of certain tax elections
made with respect to the separation that correspond to a cash tax liability from the separation in excess of $420 million.

 For purposes of determining the U.S. federal income
tax consequences of the internal reorganization and the distribution, Liberty Broadband and GCI Liberty have agreed to value the shares
of GCI Group common stock distributed based on the volume-weighted average price of such stock over the first 20 trading days following
the commencement of regular way trading. Therefore, the taxes payable by Liberty Broadband as a result of the transaction are not currently
calculable and will not be known until following the end of the 20-day trading period after the separation. However, the Company believes,
based on the Company's estimated valuation analysis, that it is unlikely the cash taxes payable by Liberty Broadband will exceed
$420 million.

 2

 Index to Financial Statements

 Combined Statements of Operations, page F-4

 2. Your response to prior comment 9 states that operating expenses include business direct costs, consumer direct costs, technology
expense, other expenses, and stock-based compensation expense. Please tell us how this presents your operating expenses by function. Tell
us whether operating expenses includes direct and indirect selling expenses (e.g. advertising and selling costs paid to third parties
and compensation costs for sales employees) or general and administrative expenses (e.g. direct costs of administering the business and
other indirect costs excluding those included in cost of sales). Tell us whether operating expenses include direct and indirect costs
related to the revenue caption. In this regard, explain how your presentation complies with Rule 5-03(b)(4) of Regulation S-X
which requires the separate presentation of selling, general and administrative expenses.

 Response : GCI Liberty respectfully
acknowledges the Staff's comment. As stated in our previous response, the Company operates as a single segment because the CODM
assesses the performance and allocates resources based on the Company's combined statements of operations, as the converged network
requires the CODM to manage and evaluate the results of the business in a combined manner to drive efficiencies and develop uniform strategies.
The operating expenses disclosed represent the functional areas of the business that the CODM reviews to evaluate the overall business
performance of the converged network.

 Corporate overhead costs (which can be considered
general and administrative in nature) were included in the list of costs captured in the Other expense category within Operating expenses
in note 12 to the accompanying combined financial statements (" Note 12 "). In response to the Staff's question,
the Company has revised its presentation on the face of the financial statements to include amounts that were previously included in Other
operating expense and Stock-based compensation in Note 12 in Selling, general and administrative expense (including stock-based compensation).
Conforming changes have also been made to Management's Discussion and Analysis of Financial Condition and Results of Operations and Note 12.

 Operating expenses includes certain immaterial
direct and indirect selling expenses. Such costs represent approximately 5% of total revised operating expenses (excluding selling, general
and administrative expense) for the three months ended March 31, 2025 and both of the years ended December 31, 2024 and 2023.
Note 12 details what costs are captured in each operating expense category. Given these amounts are not material and the current presentation
of such expenses reflects how management reviews the performance of the business, the Company believes the revised presentation of Operating
expense and Selling, general and administrative expense (including stock-based compensation) is appropriate and would not be misleading
to an investor.

 3

 Notes to Combined Financial Statements

 (1) Basis of Presentation, page F-7

 3. Please clarify your response to prior comment 8 to explain whether the corporate function for the operation of a public company
is reflected in the historical financial statements of GCI Liberty. If you have allocated common expenses, you should disclose the allocation
method used in the notes to the financial statements along with management's assertion that the method used is reasonable. Refer
to SAB Topic 1.B.1.

 Response : GCI Liberty respectfully
acknowledges the Staff's comment. GCI Liberty notes that a corporate function for the operation of a public company will be assumed
by certain Liberty Media Corporation employees through a services agreement, facilities sharing agreement and an aircraft time sharing
agreement, as described in the Registration Statement on pages 127-129 , as well as
other public company costs, which are currently estimated to be less than $10 million annually. These amounts are not reflected in the
historical financial statements of GCI Liberty as they are to be incurred based on contractual agreements that are not yet in place, and
will be incurred in the future. In addition, we note that there was no allocation of common expenses as no corporate costs have been incurred
on behalf of GCI Liberty.

 *          *          *

 If you have any questions, please do not hesitate
to contact the undersigned at (415) 984-8793 or bchristensen@omm.com.

 Very truly yours,

 /s/ C. Brophy Christensen

 C. Brophy Christensen

 cc: GCI Liberty, Inc .
 Renee L. Wilm

 4

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 20, 2025

Ronald A. Duncan
President and Chief Executive Officer
GCI Liberty, Inc.
12300 Liberty Blvd.
Englewood, Colorado 80112

 Re: GCI Liberty, Inc.
 Amendment No. 1 to Registration Statement on Form S-1
 Filed May 6, 2025
 File No. 333-286272
Dear Ronald A. Duncan:

 We have reviewed your amended registration statement and have the
following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our April 29,
2025 letter.

Amendment No. 1 to Registration Statement on Form S-1
Accounting Treatment, page 56

1. Your response to prior comment 6 states that the separation and
distribution
 agreement, the tax sharing agreement and the tax receivables agreement
are not
 expected to materially change the future results of GCI Liberty.
However, your
 response to prior comment 8 states that services agreement, facilities
sharing
 agreement, and an aircraft time sharing agreement, as described in the
registration
 statement on pages 122-124, as well as other public company costs, are
currently
 estimated to be less than $10 million per annum. In addition we note
your disclosure
 that "if the cash taxes payable by Liberty Broadband from the separation
exceed
 $420 million, GCI Liberty must pay to Liberty Broadband the value of the
portion of
 U.S. federal, state and local income tax benefits realized by GCI
Liberty as a result of
 May 20, 2025
Page 2

 certain tax elections made with respect to the separation that correspond
to taxes from
 the separation in excess of $420 million." In light of these factors,
please confirm that
 pro forma financial information are not necessary to reflect GCI Liberty
as
 an autonomous entity. Refer to Rule 11-01(a)(7) of Regulation S-X.
Index to Financial Statements
Combined Statements of Operations, page F-4

2. Your response to prior comment 9 states that operating expenses include
business
 direct costs, consumer direct costs, technology expense, other expenses,
and stock-
 based compensation expense. Please tell us how this presents your
operating expenses
 by function. Tell us whether operating expenses includes direct and
indirect selling
 expenses (e.g. advertising and selling costs paid to third parties and
compensation
 costs for sales employees) or general and administrative expenses (e.g.
direct costs of
 administering the business and other indirect costs excluding those
included in cost of
 sales). Tell us whether operating expenses include direct and indirect
costs related to
 the revenue caption. In this regard, explain how your presentation
complies with Rule
 5-03(b)(4) of Regulation S-X which requires the separate presentation of
selling,
 general and administrative expenses.
Notes to Combined Financial Statements
(1) Basis of Presentation, page F-7

3. Please clarify your response to prior comment 8 to explain whether the
corporate
 function for the operation of a public company is reflected in the
historical financial
 statements of GCI Liberty. If you have allocated common expenses, you
should
 disclose the allocation method used in the notes to the financial
statements along with
 management s assertion that the method used is reasonable. Refer to SAB
Topic
 1.B.1.
 Please contact Amanda Kim at 202-551-3241 or Stephen Krikorian at
202-551-3488
if you have questions regarding comments on the financial statements and
related
matters. Please contact Kathleen Krebs at 202-551-3350 or Larry Spirgel at
202-551-3815
with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of
Technology
cc: Jeeho Lee, Esq.
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 O'Melveny & Myers LLP

 Two Embarcadero Center
28ᵗʰ Floor
San Francisco, CA 94111-3823
 T: +1 415 984 8700

 F: +1 415 984 8701

 omm.com

 File Number: 0505788-00017

 May 6, 2025

 C. Brophy Christensen
 D: +1 415 984 8793
 bchristensen@omm.com

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Technology

 100 F Street, NE

 Washington, D.C. 20549

 Attention: Mr. Matthew Crispino

 Re:            GCI Liberty, Inc.

 Registration Statement on Form S-1

 File No. 333-286272

 Dear Mr. Crispino:

 On behalf of our client, GCI Liberty, Inc., a Nevada
corporation (" GCI Liberty "), we are providing its responses to the comments of the Staff of the Division of Corporation
Finance (the " Staff ") of the U.S. Securities and Exchange Commission set forth in your letter, dated April 29, 2025,
with respect to the filings referenced above.

 This letter and Amendment No. 1 to the Registration
Statement on Form S-1 (as amended, the " Registration Statement ") are being filed electronically via the EDGAR system
today.

 For
your convenience, we have restated below the Staff's comments in bold, followed by our response to each such comment. Capitalized
terms used and not defined herein have the meanings given in the Registration Statement. Page references in our responses correspond to
the pages and captions in the Registration Statement:

 Registration Statement on Form S-1

 Cover Page

 1. Please revise your cover page to describe the disparate voting rights between the different series of your common stock that are
being distributed to Liberty Broadband common stockholders.

 Response :
GCI Liberty respectfully acknowledges the Staff's comment. In response to the Staff's comment, GCI Liberty has revised the
cover page of the prospectus to provide the requested disclosure.

 Austin • Century City • Dallas •
Houston • Los Angeles • Newport Beach • New York • San Francisco • Silicon Valley • Washington, DC

 Beijing • Brussels • Hong Kong •
London • Seoul • Shanghai • Singapore • Tokyo

 Questions and Answers

 Q: Is GCI Group common stock a tracking stock?, page 11

 2. We note that the GCI Group common stock being distributed to Liberty Broadband shareholders has features consistent with tracking
stock and that the GCI Group stock may become a tracking stock without the approval of GCI Liberty's stockholders after the separation.
We also note that GCI Liberty's articles are being amended prior to the separation so that Ventures Group common stock, which also
has features consistent with tracking stock, is already authorized and can be issued without shareholder approval after the separation.
Please discuss why you have structured the separation in this manner and are not, for example, distributing to Liberty Broadband shareholders
shares of both the GCI Group and GGI Ventures Group common stock. Discuss how the implementation of two groups of tracking stock and any
issuance of the GCI Ventures Group shares after the separation create additional risks, including the dilution of Liberty Broadband shareholders'
ownership in GCI Liberty after the separation and a potential impact on the market value of their GCI Group shares. Highlight this information
on the cover page with cross-references to the specific risk factors related to tracking stocks

 Response :
GCI Liberty respectfully acknowledges the Staff's comment. In response to the Staff's comment, GCI Liberty has revised the
disclosure on page 11 of the Registration Statement.

 Risk Factors

 GCI depends on a limited number of third-party vendors to supply
communications equipment, page 36

 3. We note your disclosure regarding the risk associated with your reliance on a limited number of third-party vendors. Please revise
your disclosure here and elsewhere as appropriate to discuss whether you enter into written agreements with these third party vendors.
If so, please describe the material terms of these agreements and file any material written agreements if required by Item 601(b)(10)
of Regulation S-K.

 Response :
GCI Liberty respectfully acknowledges the Staff's comment. GCI Liberty respectfully advises the Staff that GCI Liberty is not substantially
dependent on any particular agreement with a third-party vendor. Third-party vendor agreements for the supply of communications equipment
are contracts of the type that are entered into in the ordinary course of business and contain customary terms and conditions. Further,
no one vendor agreement is material in amount, scope or significance to the day-to-day operations of the company. GCI Liberty believes
that if an existing agreement with any third-party vendor expired, was terminated or otherwise needed to be replaced, including due to
a vendor bankruptcy or acquisition without continuing product support by the acquiring company, GCI Liberty would be able to enter into
one or more agreements with comparable third-party suppliers or vendors without significant harm to its business. As such, GCI Liberty
has determined that it is not substantially dependent upon any of its third-party vendor agreements. Based on the reasons above, GCI Liberty
respectfully submits that its third-party vendor agreements are not material contracts within the meaning of Item 601(b)(10) of Regulation
S-K.

 2

 The Separation

 Reasons for the Separation, page 48

 4. Please discuss why the Liberty Broadband board structured the separation as it has been structured and the factors considered by
the board. For example, specifically address the board's reasons for drafting the GCI Liberty articles so that the two authorized
classes of GCI Liberty common stock have features consistent with tracking stock and the implementation of a tracking stock structure
can occur without shareholder approval. Also address the board's consideration of the benefits and detriments to Liberty Broadband
(or Charter Communications, as applicable), Liberty Broadband shareholders who will receive the distribution of GCI shares, and GCI Liberty
of the tax consequences of the separation and of the tax receivables Agreement.

 Response :
GCI Liberty respectfully acknowledges the Staff's comment. In response to the Staff's comment, GCI Liberty has revised the
disclosure on page 49 of the Registration Statement.

 Accounting Treatment, page 54

 5. Please tell us how you considered whether the separation from Liberty Broadband would qualify as a reverse spin-off. Please include
the basis for your conclusion.

 Response :
GCI Liberty respectfully acknowledges the Staff's comment. In response to the
Staff's comment, GCI Liberty has provided its analysis of ASC 505-60-25-8 in the following paragraphs, which concludes that
the legal spinnor (Liberty Broadband) is the same as the accounting spinnor, such that there is no reverse spin-off when accounting
for the spin-off.

 In
accordance with ASC 505-60-25-8, an entity is required to determine which party in a spin-off transaction is the accounting spinnor and
which is the accounting spinnee in order to determine whether the spin-off transaction is accounted for as a reverse spin-off or a regular
spin-off. The accounting guidance contains four criteria that an entity must consider when determining the required accounting and reporting
in a spin-off transaction. A presumption shall exist that a spin-off be accounted for based on its legal form-in other words, that
the legal spinnor is also the accounting spinnor. However, that presumption may be overcome based on an entity's assessment of
the four criteria, and no one indicator shall be considered presumptive or determinative. The following discussion addresses the four
criteria as detailed in ASC 505-60-25-8(a) through 25-8(d).

 3

 Criterion
A: An entity should consider the size of the legal spinnor and legal spinnee based on a comparison of the assets, revenues, and earnings
of the two entities, noting that there are no established bright lines that shall be used to determine which entity is the larger of
the two. GCI Liberty's total assets represent 20% of Liberty Broadband's total assets as of December 31, 2024 and 100% of
revenue and 8% of net earnings (loss) attributable to Liberty Broadband stockholders for the year-ended December 31, 2024. GCI Liberty
is 100% of the revenue of Liberty Broadband, as GCI Holdings is the only operating company within Liberty Broadband. Liberty Broadband's
investment in Charter Communications, Inc. ("Charter") represents 78% of the total assets of Liberty Broadband. In addition,
Liberty Broadband's share of Charter's earnings (loss) is generally a significant portion of Liberty Broadband's net
earnings (loss). As two out of the three metrics indicate that Liberty Broadband is larger than GCI Liberty, this criterion in isolation
suggests that the legal spinnor is the accounting spinnor and results in a regular spin-off whereby the legal form is followed for accounting
purposes. However, a complete analysis of all the criteria must be considered.

 Criterion
B: An entity should consider the fair value of the legal spinnor and the legal spinnee. GCI Liberty estimated the fair value of Liberty
Broadband (the legal spinnor) to be approximately $10.6 billion and $9.1 billion using the number of outstanding shares of Liberty Broadband
common stock multiplied by the closing share prices as of March 31, 2025 and December 31, 2024, respectively, less the estimated fair
value of GCI Liberty. GCI Liberty estimated the fair value of GCI Liberty to be approximately $1.6 billion using an internal valuation
adjusted for its principal value of debt. Given the significant value of Liberty Broadband in comparison to GCI Liberty, this criterion
in isolation suggests that the legal spinnor is the accounting spinnor and results in a regular spin-off whereby the legal form is followed
for accounting purposes. However, a complete analysis of all the criteria must be considered.

 Criterion
C: An entity should consider senior management and whether the legal spinnor or legal spinnee retains the senior management of the formerly
combined entity. Senior management generally consists of the chairman of the board, chief executive officer, chief operating officer,
chief financial officer, and those divisional heads reporting directly to them.

 Current
senior management of Liberty Broadband (the legal spinnor) consists of (a) John Malone, President and Chief Executive Officer
("CEO") and Chairman of the Board, (b) Brian Wendling, Chief Accounting Officer and Principal Financial Officer, (c) Renee Wilm,
Chief Legal Officer and Chief Administrative Officer, and (d) Ben Oren, Executive Vice President and Treasurer. The same senior
management that currently exists at Liberty Broadband will remain at Liberty Broadband after the spin-off. Immediately after the
spin-off, GCI Liberty (the legal spinnee) will be an independent company and Liberty Broadband will have no continuing stock
ownership in GCI Liberty. As more fully discussed within the "Management" section of the prospectus, GCI Liberty's
senior management after the spin-off and merger will consist of (a) John Malone, Chairman of the Board, (b) Ronald Duncan,
President, CEO and Director, (c) Brian Wendling, Chief Accounting Officer and Principal Financial Officer, and (d) Renee Wilm, Chief
Legal Officer and Chief Administrative Officer.

 4

 In
considering that the legal spinnor (Liberty Broadband) retains the same senior management team before and after the spin-off, and the
legal spinnee (GCI Liberty) will have a different CEO than Liberty Broadband's CEO, this criterion in isolation suggests that the
legal spinnor is the accounting spinnor and results in a regular spin-off whereby the legal form is followed for accounting purposes.
However, a complete analysis of all the criteria must be considered.

 Criterion
D: An entity should consider whether there is a proposed or approved plan of sale of one of the separate entities concurrent with the
spin-off, and whether the legal spinnee (GCI Liberty) is held for a longer period than the legal spinnor (Liberty Broadband). GCI Liberty
notes that Liberty Broadband has an approved plan to merge with Charter on June 30, 2027, unless otherwise agreed by both parties. The
merger between Charter and Liberty Broadband is contingent upon the successful completion of the spin-off of GCI Liberty prior to June
30, 2027. GCI Liberty does not have any indication or knowledge of how long GCI Liberty will be held by its shareholders following the
spin-off, and therefore, this criteria is not determinative.

 Overall
evaluation of ASC 505-60-25-8: The guidance in ASC 505-60-25-8 states that a presumption shall exist that a spin-off be accounted for
based on its legal form (whereby the legal spinnor and accounting spinnor are the same) unless the criteria in ASC 505-60-25-8(a) through
25-8(d) rebut that presumption. As discussed above, three of the four applicable criteria lead to the conclusion that the legal spinnor
is also the accounting spinnor, such that the spin-off shall be accounted for based on its legal form.

 Additionally,
GCI Liberty considered the example at ASC 505-60-55-7 through 55-9, which includes discussion with respect to what an entity's
shareholders and financial statement users would view as the most accurate depiction of the transaction. In substance, Liberty Broadband
plans to spin-off its subsidiary, GCI Holdings, and continue to operate and manage Liberty Broadband with the same senior management
and the remaining assets and liabilities, resulting in the most accurate depiction of the spin-off being represented by regular spin-off
accounting (i.e., not a reverse spin-off).

 6. Please tell us what consideration you gave to providing pro forma information for the separation from Liberty Broadband. In this
regard, we note that you will enter into the separation and distribution agreement, the tax sharing agreement and the tax receivables
agreement due to the separation.

 Response :
GCI Liberty respectfully acknowledges the Staff's comment. In response to the
Staff's comment, GCI Liberty notes that the registration statement is for GCI Liberty and that the divestiture of GCI Liberty
from a Liberty Broadband perspective was not considered relevant to an investment decision of a GCI Liberty shareholder. GCI Liberty
considered whether pro forma financial information for GCI Liberty was necessary, but concluded that the financial information in
the GCI Liberty combined financial statements is inclusive of all the financial information for which there is a substantial
likelihood that a reasonable investor would attach importance in determining whether to purchase or sell GCI Group common
stock.

 The
various agreements described by the Staff above and in Note 1 to the combined financial statements, which will be entered into at the
time of the separation, are not expected to materially change the future results of GCI Liberty, and therefore, do not require pro forma
information to be provided.

 5

 Certain Relationships and Related Party Transactions

 Related Party Agreements Relating to GCI Liberty

 Malone Nonvoting Side Letter, page 119

 7. Please file the Malone Nonvoting Side Letter as an exhibit to the registration statement or advise why it is not required to be
filed. Refer to Item 601(b)(10)(ii)(A) of Regulation S-K.

 Response :
GCI Liberty respectfully acknowledges the Staff's comment and has filed the Malone nonvoting side letter as Exhibit 10.12 to the
Registration Statement.

 Index to Financial Statements

 Combined Statements of Operations, page F-4

 8. Please disclose how you identified and allocated expenses incurred on your behalf or explain why there are no expenses identified
and allocated for the years ended December 31, 2024 and 2023. Refer to SAB Topic 1.B.1.

 Response:
GCI Liberty respectfully acknowledges the Staff's comment. The GCI Bus

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 29, 2025

Ronald A. Duncan
President and Chief Executive Officer
GCI Liberty, Inc.
12300 Liberty Blvd.
Englewood, Colorado 80112

 Re: GCI Liberty, Inc.
 Registration Statement on Form S-1
 Filed March 31, 2025
 File No. 333-286272
Dear Ronald A. Duncan:

 We have reviewed your registration statement and have the following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments.

Registration Statement on Form S-1
Cover Page

1. Please revise your cover page to describe the disparate voting rights
between the
 different series of your common stock that are being distributed to
Liberty Broadband
 common stockholders.
Question and Answers
Q: Is GCI Group common stock a tracking stock?, page 11

2. We note that the GCI Group common stock being distributed to Liberty
Broadband
 shareholders has features consistent with tracking stock and that the
GCI Group stock
 may become a tracking stock without the approval of GCI Liberty s
stockholders after
 the separation. We also note that GCI Liberty s articles are being
amended prior to the
 separation so that Ventures Group common stock, which also has features
consistent
 with tracking stock, is already authorized and can be issued without
shareholder
 April 29, 2025
Page 2

 approval after the separation. Please discuss why you have structured
the separation in
 this manner and are not, for example, distributing to Liberty Broadband
shareholders
 shares of both the GCI Group and GGI Ventures Group common stock.
Discuss how
 the implementation of two groups of tracking stock and any issuance of
the GCI
 Ventures Group shares after the separation create additional risks,
including the
 dilution of Liberty Broadband shareholders ownership in GCI Liberty
after the
 separation and a potential impact on the market value of their GCI Group
shares.
 Highlight this information on the cover page with cross-references to
the specific risk
 factors related to tracking stocks.
Risk Factors
GCI depends on a limited number of third-party vendors to supply communications
equipment, page 36

3. We note your disclosure regarding the risk associated with your reliance
on a limited
 number of third-party vendors. Please revise your disclosure here and
elsewhere as
 appropriate to discuss whether you enter into written agreements with
these third-
 party vendors. If so, please describe the material terms of these
agreements and file
 any material written agreements if required by Item 601(b)(10) of
Regulation S-K.
The Separation
Reasons for the Separation, page 48

4. Please discuss why the Liberty Broadband board structured the separation
as it has
 been structured and the factors considered by the board. For example,
specifically
 address the board s reasons for drafting the GCI Liberty articles so
that the two
 authorized classes of GCI Liberty common stock have features consistent
with
 tracking stock and the implementation of a tracking stock structure can
occur without
 shareholder approval. Also address the board s consideration of the
benefits and
 detriments to Liberty Broadband (or Charter Communications, as
applicable), Liberty
 Broadband shareholders who will receive the distribution of GCI shares,
and GCI
 Liberty of the tax consequences of the separation and of the tax
receivables
 agreement.
Accounting Treatment, page 54

5. Please tell us how you considered whether the separation from Liberty
Broadband
 would qualify as a reverse spin-off. Please include the basis for your
conclusion.
6. Please tell us what consideration you gave to providing pro forma
information for the
 separation from Liberty Broadband. In this regard, we note that you will
enter into the
 separation and distribution agreement, the tax sharing agreement and the
tax
 receivables agreement due to the separation.
Certain Relationships and Related Party Transactions
Related Party Agreements Relating to GCI Liberty
Malone Nonvoting Side Letter, page 119

7. Please file the Malone Nonvoting Side Letter as an exhibit to the
registration
 statement or advise why it is not required to be filed. Refer to Item
601(b)(10)(ii)(A)
 of Regulation S-K.
 April 29, 2025
Page 3

Index to Financial Statements
Combined Statements of Operations, page F-4

8. Please disclose how you identified and allocated expenses incurred on
your behalf or
 explain why there are no expenses identified and allocated for the years
ended
 December 31, 2024 and 2023. Refer to SAB Topic 1.B.1.
9. Tell us how you considered Rule 5-03 of Regulation S-X for presenting
revenue and
 expense line items on the face of the combined statements of operations.
Please revise
 or advise.
Notes to Combined Financial Statements
Revenue Recognition, page F-11

10. You disclose that you account for the upgrade option under the Upgrade
Now
 Program as a right of return with a reduction of Revenue and Operating
expense for
 handsets expected to be upgraded based on historical data. Please tell
us how you
 determined that this right should be accounted for as a right of return.
Tell us how you
 considered whether this upgrade right represents a guarantee liability
or a lease. Refer
 to ASC 460 and ASC 606-10-55-66 to 78. Please cite the accounting
literature that
 supports your accounting.
11. Please tell us how you considered disclosing revenue recognized at a
point in time
 versus over time. Refer to ASC 606-10-55-91(f).
12. Please tell us and disclose if any of your contracts are month-to-month
and are
 cancellable at any time without penalty. In addition, please tell us and
disclose, if
 material, whether a significant financing component exists in any of
your fixed-term
 plans and device payment plans (i.e., payment plans greater than one
year). Refer to
 ASC 606-10-32-15 to 606-10-32-20.
13. You recognize revenue for product sales when a customer takes possession
of the
 equipment in Data arrangements. Please clarify whether your customers
take
 possession of the product before it is delivered. Refer to ASC
606-10-55-81 to 55-88.
 Please advise or revise your disclosures.
Contract Balances, page F-13

14. You disclose that you had deferred revenue of $33 million and $43
million at
 December 31, 2024 and 2023, respectively. Please reconcile these amounts
to your
 combined balance sheets. Please ensure that your disclosure of contract
assets and
 liabilities complies with ASC 606-10-50-8.
 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence
of action by the staff.

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.
 April 29, 2025
Page 4

 Please contact Amanda Kim at 202-551-3241 or Stephen Krikorian at
202-551-3488
if you have questions regarding comments on the financial statements and
related
matters. Please contact Matthew Crispino at 202-551-3456 or Kathleen Krebs at
202-551-
3350 with any other questions.

 Sincerely,

 Division of Corporation
Finance
 Office of Technology
cc: Jeeho Lee, Esq.
</TEXT>
</DOCUMENT>