December 17, 2019

Bing Chen
President and Chief Executive Officer
Atlas Corp.
2600-200 Granville Street
Vancouver, BC V6C 1S4
Canada

       Re: Atlas Corp.
           Registration Statement on Form F-4
           Filed November 22, 2019
           File No. 333-234820

Dear Mr. Chen:

       We have limited our review of your registration statement to those
issues we have
addressed in our 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 this letter by amending your registration statement
and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.

Form F-4 Filed November 22, 2019

Proposal I: The Holding Company Reorganization Proposal
Reasons for the Holding Company Reorganization; Recommendation of the Seaspan
Board of
Directors, page 33

1.     You identify several factors on page 33 that led the Seaspan board of
directors to approve
       the Merger Agreement and recommend that holders vote for the holding
company
       reorganization proposal. Please expand this disclosure to more fully
explain how these
       factors drove the board's decision. For example, please describe
Seaspan's "projected
       financial condition" and "earnings prospects," and explain why the board
believed
       they would be improved by the holding company reorganization. As another
example,
       with regard to the "restrictions imposed by Seaspan's material
agreements on the ability of
 Bing Chen
FirstName LastNameBing Chen
Atlas Corp.
Comapany17, 2019 Corp.
December NameAtlas
Page 2
December 17, 2019 Page 2
FirstName LastName
         Seaspan to realize on potential strategic growth opportunities,"
please identify these
         material agreements and clarify how they restrict Seaspan from
realizing potential
         strategic growth opportunities. Refer to Item 4(a)(2) of Form F-4.
2.       We note that you identify on page 33 the facilitation of the APR
Acquisition as a reason
         for the Seaspan board's approval of the holding company
reorganization. We further note
         Seaspan's statement in Exhibit 99.1 included with the Form 6-K filed
on November 22,
         2019 that "APR is a compelling strategic global energy platform."
Please expand your
         disclosure in this section to briefly describe APR Energy's business
and to explain how its
         acquisition affected the Seaspan board's decision to enter into the
reorganization.
Interests of Seaspan's Directors and Executive Officers in the Holding Company
Reorganization,
page 34

3.       We note your disclosure on pages 45 and 46 that Fairfax Financial
Holdings Limited
         beneficially holds 42.3% of Seaspan common shares and will be your
largest shareholder
         upon consummation of the reorganization. You also disclose on page 45
that Fairfax's
         affiliates have designated two directors, Mr. Chin (who serves as a
managing director of
         Fairfax's wholly-owned subsidiary) and Mr. Wallace (who serves as a
director of APR
         Energy) to your board. Furthermore, we note you disclose on page 15
that Fairfax is a
         shareholder in APR Energy and is listed as one of the sellers in the
APR Acquisition
         Agreement. Please expand this section to disclose these interests and
to describe the
         involvement of Mr. Chin, Mr. Wallace, and Fairfax in identifying APR
Energy as an
         acquisition target and in subsequently negotiating the terms of the
acquisition.
General

4.       Provide us with an analysis that explains how you evaluated the
significance of the APR
         Energy acquisition for purposes of Rule 3-05 and Article 11 of
Regulation S-X.
        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.
 Bing Chen
Atlas Corp.
December 17, 2019
Page 3

        You may contact Yong Kim, Staff Accountant, at 202-551-3323 or Gus
Rodriguez,
Accounting Branch Chief, at 202-551-3752 if you have questions regarding
comments on the
financial statements and related matters. Please contact Parhaum J. Hamidi,
Attorney-Adviser, at
202-551-3421 or Lauren Nguyen, Legal Branch Chief, at 202-551-3642 with any
other
questions.



FirstName LastNameBing Chen                                Sincerely,
Comapany NameAtlas Corp.
                                                           Division of
Corporation Finance
December 17, 2019 Page 3                                   Office of Energy &
Transportation
FirstName LastName