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374Water Inc.
701 W. Main Street, Suite 410
Durham, NC 27701
December 29, 2022
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street N.E.
Washington, D.C. 20549
Attention: Patrick Fullem. Esq.
Registration
Statement on Form S-3
Ladies and Gentlemen:
Pursuant to Rule 461 of the Rules and Regulations
of the U.S. Securities and Exchange Commission (the
“Commission”)
under the Securities Act of 1933, as amended (the
“Act”),
374Water Inc. (the “Company”)
hereby requests acceleration of the effective date of the
above-mentioned Registration Statement on Form S-3 to 4:30 p.m.,
Eastern Time, on Friday, December 30, 2022, or as soon thereafter
as practicable, or at such later time as the Company or its
counsel may orally request via telephone call to the
staff. In making this
acceleration request, the Company acknowledges that it is aware of
its responsibilities under the Act.
Should
any member of the staff of the Commission have any questions or
comments with respect to this request, please contact our counsel,
Damian C. Georgino of Womble Bond Dickinson (US) LLP at (704)
331-4933.
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Very truly
yours,
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374Water
Inc. |
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By:
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/s/
Yaacov
Nagar
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Yaacov
Nagar
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Chief Executive
Officer
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cc: Damian C. Georgino, Esq., Womble Bond Dickinson (US)
LLP