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                              July 28, 2022

       Drew Valentine
       Partner
       DLA Piper
       303 Colorado Street
       Suite 3000
       Austin, Texas 78701

                                                        Re: QIWI PLC
                                                            Schedule TO-T
                                                            Filed July 19, 2022
                                                            File No. 005-87446

       Dear Mr. Valentine:

              We have reviewed your filing and have the following comments. In
some of our
       comments, we may ask you to provide us with information so we may better
understand your
       disclosure.

               Please respond to these comments by providing the requested
information or advise us as
       soon as possible when you will respond. If you do not believe our
comments apply to your facts
       and circumstances, please tell us why in your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Schedule TO-T

       Has the Company or its Board adopted a position on the Offer?, page 7

   1.                                                   We note the statement
here that neither the Company nor its Board has expressed any
                                                        position on the Offer
and that "[y]ou must make your own decision as to whether to tender
                                                        your Shares..." This
statement is confusing, given that the Company is required to take a
                                                        position with respect
to the Offer within ten business days of the commencement pursuant
                                                        to Rule 14e-2, and will
be required to file and disseminate to target shareholders a
                                                        Schedule 14D-9
explaining its position. Please revise.
       Will there be a subsequent offering period?, page 8

   2.                                                   We note the following
disclosure here, which is repeated later in the offering materials:
                                                        "We do not currently
anticipate that there will be a subsequent offering period."
 Drew Valentine
FirstName
DLA Piper LastNameDrew Valentine
Comapany
July       NameDLA Piper
     28, 2022
July 28,
Page  2 2022 Page 2
FirstName LastName
         Please revise to make clear that there cannot be a subsequent offering
period for this
         Offer, since it is for less than all outstanding Shares. See Rule
14d-11(b).
Purpose of the Offer; Certain Effects of the Offer, page 14

3.       We note that QIWI PLC is incorporated in Cyprus. If fully subscribed
(including
         overallotment option), Mr. Solinin will control 73.6% of the voting
power of the
         Company after the Offer. Expand the disclosure to discuss the
thresholds for control of
         QIWI or to take other actions under Cyprus law and the Company's
bylaws. For example,
         we are aware that in certain foreign countries, 75% ownership (rather
than a simple
         majority) is the relevant threshold necessary to take many corporate
actions. Please revise
         to address how Mr. Solinin's ability to control QIWI and take certain
corporate actions
         will change, if he goes from 66% to 73.6% ownership after the Offer.
As noted, your
         discussion should focus on QIWI and its governing instruments, as well
as Cyprus law.
Conditions of the Offer, page 21

4.       Please refer to the eighth bullet on page 21 which states that the
Company may assert an
         offer condition triggered by    the commencement or material
escalation, on or after July
         19, 2022, ...of hostilities between the Russian Federation and
Ukraine, any outbreak of a
         pandemic or contagious disease (including COVID-19 pandemic, to extent
that there is
         any material adverse development...on or after July 19, 2022).    To
avoid rendering the
         offer illusory, all offer conditions must be objectively determinable
and outside the control
         of the bidder. Please revise to provide further descriptive detail
about what could
         constitute a material escalation of either the COVID pandemic or the
hostilities in
         Ukraine, such that shareholders can determine whether this condition
has been
         "triggered."
5.       Refer to the condition listed in the third bullet point on page 22. As
currently drafted, the
         condition encompasses a material change in ANY currency exchange rate.
Consider
         narrowing the condition by singling out those currencies materially
linked to the
         Company's business, or advise.
6.       Refer to the last paragraph in this section on page 23. Revise the
first sentence indicating
         that the listed Offer conditions can be asserted or waived "at any
time and from time to
         time." When an event occurs that "triggers" a listed Offer condition,
you must promptly
         inform shareholders whether you will waive it and continue with the
Offer, or assert the
         condition to terminate.
The Offer: Fees and Expenses, page 32

7.       Please disclose the itemized fees and expenses incurred in making the
Offer. See Item 9
         of Schedule TO and Item 1009 of Regulation MA.
 Drew Valentine
FirstName
DLA Piper LastNameDrew Valentine
Comapany
July       NameDLA Piper
     28, 2022
July 28,
Page  3 2022 Page 3
FirstName LastName
General

8.       We note your assertion that financial statements are not material in
the context of this
         Offer. However, Mr. Solinin and Dalliance are not publicly-reporting
entities and this is
         not a tender offer for all outstanding Shares. See Instruction 2 to
Item 10 of Schedule TO.
         While Mr. Solinin is already a significant shareholder of QIWI, he
will become a
         materially larger shareholder if this Offer is fully subscribed, which
may result in his
         increased ability to exercise control over this Cyprus corporation.
(See our additional
         comment on this point). Please explain, on a supplemental basis, why
you do not believe
         that financial statements of the bidders are material here. See
Instruction 1 to Item 10 of
         Schedule TO. To the extent that a material portion of Mr. Solinin or
Dalliance's assets
         consist of an equity stake in QIWI, this should be explained. In this
regard, we note the
         following statement in the Offer to Purchase: "Mr. Solinin has
acquired considerable
         financial resources form the Company's initial public offering and the
dividends he has
         received as a shareholder of the Company." Alternatively, revise to
provide the financial
         statements required by Item 10.
9.       Revise the Offer to Purchase to provide additional information about
the Trading Halt of
         the Company's ADS' on the NASDAQ. Detail any developments since the
Trading Halt
         in February and explain specifically the conditions/terms of the Halt
and the reasons
         provided by the exchange. Describe any steps the Company has taken,
will take, or has
         been advised to take in order to lift the Halt.
10.      Where you discuss Mr. Solinin's interests in the Offer throughout the
offer materials, as
         well as where you reference trading of the Shares on the MOEX, note
whether Mr. Solinin
         as a Russian national is eligible to trade on the MOEX. State whether
he could sell Shares
         on the MOEX, including any Shares purchased in the Offer at an offer
price that is half of
         recent trading prices there.
11.      See our last comment above regarding the trading price of the Shares
on the MOEX. We
         further note that the last trading price for the ADSs before the
Trading Halt was double
         the current Offer consideration. Revise the Offer materials to discuss
how Mr. Solinin
         and Dalliance set the Offer price.
 Drew Valentine
DLA Piper
July 28, 2022
Page 4

        We remind you that the filing persons are responsible for the accuracy
and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.

      Please direct any questions to Michael Killoy at 202-551-7576 or
Christina Chalk at 202-
551-3263.



FirstName LastNameDrew Valentine                            Sincerely,
Comapany NameDLA Piper
                                                            Division of
Corporation Finance
July 28, 2022 Page 4                                        Office of Mergers &
Acquisitions
FirstName LastName