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                              February 10, 2021

       Tony Porcheron
       Chief Financial Officer
       Financial Strategies Acquisition Corp.
       2626 Cole Avenue, Suite 300
       Dallas, Texas 75204

                                                        Re: Financial
Strategies Acquisition Corp.
                                                            Draft Registration
Statement on Form S-1
                                                            Filed January 13,
2021
                                                            File No. 377-04029

       Dear Mr. Porcheron:

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

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. 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 the information you provide in response to our
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Draft Registration Statement on Form S-1

       Our amended and restated certificate of incorporation will require,...,
page 65

   1.                                                   The disclosure on page
65 under "D" indicates that for Securities Act claims "the Court of
                                                        Chancery and the
federal district court for the District of Delaware shall have concurrent
                                                        jurisdiction." On page
66 the disclosure states "[T]he federal district courts of the United
                                                        States of America
shall, to the fullest extent permitted by law, be the exclusive forum for
                                                        the resolution of any
complaint asserting a cause of action arising under the Securities Act
                                                        of 1933, as amended, or
the rules and regulations promulgated thereunder." The disclosure
                                                        on page 138 under
"Exclusive forum for certain lawsuits" states "[T]he federal district
                                                        courts of the United
States of America shall, to the fullest extent permitted by law, be the
                                                        exclusive forum for the
resolution of any complaint asserting a cause of action arising
                                                        under the Securities
Act of 1933, as amended, or the rules and regulations promulgated
                                                        thereunder." Please
make sure that all disclosure is consistent throughout and accurately
 Tony Porcheron
Financial Strategies Acquisition Corp.
February 10, 2021
Page 2
         reflects the provisions in the Exhibits.
Notes to Financial Statements, page F-7

2.       Please revise your notes to financial statements to disclose the terms
of the Business
         Combination Marketing Agreement.
        You may contact William Demarest at 202-551-3432 or Isaac Esquivel at
202-551-
3395 if you have questions regarding comments on the financial statements and
related
matters. Please contact Todd Schiffman at 202-551-3491 or James Lopez at
202-551-3536 with
any other questions.



FirstName LastNameTony Porcheron                               Sincerely,
Comapany NameFinancial Strategies Acquisition Corp.
                                                               Division of
Corporation Finance
February 10, 2021 Page 2                                       Office of Real
Estate & Construction
FirstName LastName