July 19, 2024

Evangelos Perros
Chief Financial Officer
Pagaya Technologies Ltd.
90 Park Ave, 20th Floor
New York, NY 10016

       Re: Pagaya Technologies Ltd.
           Form 20-F for the Fiscal Year ended December 31, 2023
           Filed March 8, 2024
           File No. 001-41430
Dear Evangelos Perros:

       We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments.

       Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to this letter, we may have additional
comments.

Form 20-F for the Fiscal Year ended December 31, 2023
Operating and Financial Review and Prospects
A. Operating Results
Reconciliation of Non-GAAP Financial Measures, page 77

1.     We note that you report Fee Revenue Less Production Cost ("FRLPC") as a
non-GAAP
       measure although without the reconciliation prescribed by Item
10(e)(1)(i)(B) of
       Regulation S-K. The compilation table that you include on page 78 does
not meet this
       requirement as revenue would not be appropriately considered the most
directly
       comparable GAAP financial measure, in isolation of any allocable costs.

       Given the composition of your non-GAAP measure, we believe that you
would need to
       present gross profit as the most directly comparable GAAP financial
measure, and
       provide a reconciliation from gross profit to FRLPC. Please ensure that
gross profit
       reflects all costs that are allocable to costs of revenues in accordance
with GAAP,
       including the allocable portion of depreciation and software
amortization.
 July 19, 2024
Page 2


       Please also ensure that disclosures regarding FRLPC include comparable
details for gross
       profit, costs reflected in gross profit, and margin metrics based on
gross profit as may be
       provided using FRLPC, such as those in Exhibits 99.1 and 99.2 to the
Form 8-K that you
       filed on May 9, 2024, consistent with the guidance on prominence in the
Answer to
       Question 102.10(a) of our Compliance and Disclosure Interpretations
pertaining to Non-
       GAAP Measures, which you may view at the following website address.

       https://www.sec.gov/corpfin/non-gaap-financial-measures.htm

       For example, this guidance should be considered in preparing the various
points listed
       or characterized as highlights in reporting results for the period.
Please adhere to this
       guidance in all future reports and investor communications.
E. Critical Accounting Estimates, page 85

2.     We note your disclosure explaining that you consider an accounting
estimate to be critical
       when it reflects an assumption about information that was not available
or that was highly
       uncertain when the estimate was made, and where a change in the estimate
could have a
       material impact on your financial condition or results of operations.

       However, while you identify four categories of accounting and provide
some general
       accounting policy information, you do not identify any of the specific
critical accounting
       estimates that are reflected in your results of operations, or discuss
any particular
       uncertainties associated with the methods of estimation or with the
assumptions
       underlying any specific critical accounting estimates.

       Please expand your disclosures to provide a more comprehensive
discussion and analysis
       of your critical accounting estimates, including details of the
underlying assumptions and
       uncertainties, and the reasonably possible effects on your financial
statement of resolving
       the uncertainties or updating the estimates with information that was
not available when
       making the critical accounting estimate at the end of the period covered
by your report.

       These disclosures should supplement rather than duplicate the
description of accounting
       policies that are provided in the notes to your financial statements.
Please refer to Item
       5.E. of Form 20-F and Section V of SEC Release No. 33-8350 for further
guidance.
General

3.     We note you have elected to file certain periodic and current reports on
U.S. domestic
       issuer forms subsequent to filing your annual report on Form 20-F.

       The comments in this letter are also applicable to any corresponding
disclosures that you
       provide using the U.S. domestic issuer forms.
       In closing, 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.
 July 19, 2024
Page 3

       Please contact Yolanda Guobadia at 202-551-3562 or Yong Kim at
202-551-3323 with
any questions.



                                                       Sincerely,

                                                       Division of Corporation
Finance
                                                       Office of Energy &
Transportation