February 10, 2025

John Gibson
Chief Executive Officer
Nauticus Robotics, Inc.
17146 Feathercraft Lane, Suite 450
Webster, TX 77598

       Re: Nauticus Robotics, Inc.
           Registration Statement of Form S-3
           Filed February 3, 2025
           File No. 333-284675
Dear John Gibson:

       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 of Form S-3 filed February 3, 2025
Cover Page

1.     It appears that you may be relying on General Instruction I.B.6 of Form
S-3 to register
       this offering. If true, in accordance with Instruction 7 to General
Instruction I.B.6,
       please set forth on the outside front cover of the prospectus the
calculation of the
       aggregate market value of your outstanding voting and non-voting common
equity
       and the amount of all securities offered pursuant to General Instruction
I.B.6 during
       the prior 12 calendar month period that ends on, and includes, the date
of this prospect
 February 10, 2025
Page 2
General

2.     We note that your current report on Form 8-K filed 1/6/2025 (date of
event:
       12/27/2024) appears to be one day late. General Instruction I.A.3.(b) of
Form S-3
       requires that a registrant has timely filed all required reports during
the last twelve
       months. Please advise why you believe that you are eligible to file on
Form S-3.

        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 Mariam Mansaray at 202-551-6356 or Jan Woo at
202-551-3453 with
any other questions.



                                                              Sincerely,

                                                              Division of
Corporation Finance
                                                              Office of
Technology
cc:   Brandon Byrne