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                             April 30, 2024

       Christopher Savoie
       Chief Executive Officer
       Zapata Computing Holdings Inc.
       100 Federal Street, Floor 20
       Boston, MA 02110

                                                        Re: Zapata Computing
Holdings Inc.
                                                            Registration
Statement on Form S-1
                                                            Filed April 24,
2024
                                                            File No. 333-278891

       Dear Christopher Savoie:

              We have conducted a limited review of your registration statement
and have the
       following comments.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe a comment applies 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 this letter, we may have additional comments.

       Registration Statement on Form S-1

       Cover Page

   1.                                                   We note your disclosure
indicating that "while the trading price of the Common Stock is
                                                        less than the exercise
price per share of approximately $11.50, we expect that
                                                        warrantholders would
not exercise their Warrants." Provide similar disclosure in the risk
                                                        factors and MD&A
sections 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.
   2.                                                   We note that you are
registering "up to 42,372 shares of Common Stock issued to third
                                                        parties in exchange for
services provided in connection with the Merger." Please identify
                                                        the relevant third
parties.
 Christopher Savoie
FirstName   LastNameChristopher
Zapata Computing   Holdings Inc. Savoie
Comapany
April       NameZapata Computing Holdings Inc.
       30, 2024
April 230, 2024 Page 2
Page
FirstName LastName
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Overview, page 83

3.       Please expand your discussion here to reflect the fact that this
offering involves the
         potential sale of a substantial portion of shares for resale and
discuss how such sales could
         impact the market price of the company   s common stock.
Selling Securityholders, page 163

4.       With respect to the shares to be offered for resale by each selling
stockholder that is a
         legal entity, please disclose the natural person or persons who have
voting and investment
         control of the shares to be offered for resale by that selling
stockholder. Refer
         to Item 507 of Regulation S-K. For additional guidance, refer to
Question 140.02 of
         our Regulation S- K Compliance and Disclosure Interpretations.
        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 Kyle Wiley at 202-344-5791 or Matthew Crispino at
202-551-3456 with
any other questions.



                                                               Sincerely,

                                                               Division of
Corporation Finance
                                                               Office of
Technology
cc:      Stacie S. Aarestad