April 4, 2019

Charles L. Harrington
Chairman, Chief Executive Officer and President
Parsons Corporation
5875 Trinity Parkway #300
Centreville, VA 20120

       Re: Parsons Corporation
           Amendment No. 1 to Draft Registration Statement on Form S-1
           Submitted March 22, 2019
           CIK No. 0000275880

Dear Mr. Harrington:

      We have reviewed your amended draft registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure. Unless we note otherwise, our references
to prior
comments are to comments in our March 8, 2019 letter.

       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 these comments
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Draft Registration Statement on Form S-1

Prospectus Summary
Our Competitive Strengths
Proven Track Record, page 6

1.     We note that you achieved average award fees of 96% in fiscal 2016, 86%
in fiscal 2017
       and 89% in fiscal 2018. Please disclose the amount of award fees earned
for each period
       presented to allow investors to better understand the impact of award
fees.
 Charles L. Harrington
Parsons Corporation
April 4, 2019
Page 2
Notes to Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies
Revenue Recognition, page F-9

2.    Please further discuss the nature of the services provided in your
engineering and
      construction supervision contracts and how you have concluded that these
contracts
      contain two performance obligations. As part of your response, please
explain to us how
      these arrangements differ from the engineering and construction
contracts. In addition,
      further describe your supervision services and tell us how you have
considered whether
      you are the principal or the agent when another party is involved. Refer
to ASC 606-10-
      25-19, 606-10-55-36 and 606-10-50-12.
3.    You disclose that your contracts include assurance-type warranties. If
material, revise to
      provide a tabular reconciliation of the warranty liability. Refer to ASC
460-10-50-8(c).
4.    Revise to disclose the nature of the services provided where the
performance obligations
      are satisfied at a point in time and when the customer obtains control of
the services.
      Refer to ASC 606-10-25-30 and 606-10-50-12.
5.    We note several references throughout the filing to the use of the
"percentage-of-
      completion method." Please revise to refer to an appropriate measure of
progress under
      ASC 606, consistent with your policy disclosed on page F-12.
        You may contact Diane Fritz, Staff Accountant, at (202) 551-3331 or
Christine
Dietz, Assistant Chief Accountant, at (202) 551-3408 if you have questions
regarding comments
on the financial statements and related matters. Please contact Mitchell
Austin, Staff
Attorney, at (202) 551-3574 or Jan Woo, Legal Branch Chief, at (202) 551-3453
with any other
questions.



                                                           Sincerely,

FirstName LastNameCharles L. Harrington                    Division of
Corporation Finance
                                                           Office of
Information Technologies
Comapany NameParsons Corporation
                                                           and Services
April 4, 2019 Page 2
cc:       Steven B. Stokdyk, Esq.
FirstName LastName