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                             July 15, 2022

       John H. Ruiz
       Chief Executive Officer
       MSP Recovery, Inc.
       2701 Le Jeune Road, Floor 10
       Coral Gables, Florida 33134

                                                        Re: MSP Recovery, Inc.
                                                            Registration
Statement on Form S-1
                                                            Filed July 1, 2022
                                                            File No. 333-265953

       Dear Mr. Ruiz:

              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 S-1 filed July 1, 2022

       Cover Page

   1.                                                   Disclose the exercise
prices of the warrants compared to the market price of the
                                                        underlying securities.
If the warrants are out the money, please disclose the likelihood
                                                        that warrant holders
will not exercise their warrants. Provide similar disclosure in the
                                                        prospectus summary,
risk factors, MD&A and use of proceeds section and disclose that
                                                        cash proceeds
associated with the exercises of the warrants are dependent on the stock
                                                        price. As applicable,
describe the impact on your liquidity and update the discussion on
                                                        the ability of your
company to fund your operations on a prospective basis with your
                                                        current cash on hand.
 John H. Ruiz
FirstName  LastNameJohn H. Ruiz
MSP Recovery,   Inc.
Comapany
July       NameMSP Recovery, Inc.
     15, 2022
July 15,
Page  2 2022 Page 2
FirstName LastName
The Company's Management's Discussion and Analysis of Financial Condition and
Results of
Operations
Sale of Shares, page 78

2.       Please revise this disclosure to highlight the fact that Mr. Ruiz, a
beneficial owner of over
         96% of your outstanding Class A shares, will be able to sell almost
all of his shares for so
         long as the registration statement of which this prospectus forms a
part is available for
         use.
Signatures, page II-6

3.       Please revise the signatures section to identify your controller or
principal accounting
         officer (PAO).
General

4.       Revise your prospectus to disclose the price that each selling
securityholder paid for the
         securities being registered for resale. Highlight any differences in
the current trading
         price, the prices that the selling securityholders acquired their
shares and warrants, and the
         price that the public securityholders acquired their shares and
warrants. Please also
         disclose the potential profit the selling securityholders will earn
based on the current
         trading price. Lastly, please include appropriate risk factor
disclosure
        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.

      Please contact Mitchell Austin, Staff Attorney, at (202) 551-3574 or, in
his absence, Jan
Woo, Legal Branch Chief, at (202) 551-3453 with any questions.



                                                                Sincerely,

                                                                Division of
Corporation Finance
                                                                Office of
Technology
cc:      Steven D. Pidgeon