September 12, 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 reviewed your August 15, 2024 response to our comment letter and
have the
following comment.

       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. Unless we
note otherwise, any references to prior comments are to comments in our July
19, 2024 letter.

Form 20-F for 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 understand from your response to prior comment 1 that you believe
operating income
       would be more directly comparable to your non-GAAP measure of FRLPC than
gross
       profit because the measure "represents the operating income potential of
Payaga based on
       network volume (a non financial metric)," although you do not explain
how "operating
       income potential" is reflected in FRLPC as a non-GAAP historical
performance measure,
       or why such potential would be more clearly measured by historical
measures of revenue
       less production costs, than revenues less production costs and other
costs that are
       attributable to the generation of revenue in accordance with GAAP.
 September 12, 2024
Page 2

       Given the observations above and considering that your proposed
reconciliation adds back
       three of four operating expense line items, including (i) technology,
data and production
       development (ii) sales and marketing and (iii) general and
administrative expense, all of
       which you describe as "not closely correlated to, or variable with, the
generation of fee
       revenue," we continue to believe that you will need to identify gross
profit as the most
       directly comparable measure to comply with Item 10(e)(1)(i)(B) of
Regulation S-K.

       Given your emphasis on Network Volume as a key performance metric, and
considering
       your intentions to begin reporting FRLPC as a percentage of Network
Volume, it also
       appears that you should expand your disclosures to more clearly explain
how the
       percentage reflects the effectiveness of your business strategies, as
expressed in your
       response, and to describe the particular attributes of the Network and
your approach to
       measuring volume. For example, describe your business strategies in
terms that correlate
       with the relationship between FRLPC and Network Volume so that investors
may better
       understand how effective your strategies have been for each period.

       Please also disclose the corresponding percentage of gross margin
divided by Network
       Volume and explain how "the gross dollar amount of assets originated"
and "the gross
       dollar value of services" are measured in compiling the metric, describe
the nature of the
       assets and the services to which dollar amounts are ascribed, and
indicate how you
       establish that assets have been originated or that services have been
rendered using your
       technology during the periods covered by your financial statements.


       Please contact Yolanda Guobadia at 202-551-3562 or Yong Kim at
202-551-3323 if you
have questions regarding comments on the financial statements and related
matters.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of Energy &
Transportation