December 6, 2024

Jacob Kalpakian
Chief Executive Officer
37 Capital Inc.
510 Burrard Street, Suite 575
Vancouver, British Columbia V6C 3A8

       Re: 37 Capital Inc.
           Form 20-F for the Fiscal Year ended December 31, 2023
           Filed May 14, 2024
           File No. 000-16353
Dear Jacob Kalpakian:

       We have reviewed your filing 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
Property, Plants and Equipment, page 10

1.     Please revise your mineral property disclosures as necessary to address
the
       requirements in Subpart 1300 of Regulation S-K. For example, you should
address the
       following points to comply with Item 1304(b) of Regulation S-K.

             Describe the location accurate to within one mile using an easily
recognizable
           coordinate system.
             Include a map with appropriate engineering detail.
             Describe existing property infrastructure.
             Describe the present condition of the property and the work that
you have
           completed on the property.
             Include the total cost or book value of the property.
             Provide a brief history of previous operations.
             Describe any significant encumbrances, incurrent current and
future permitting.
 December 6, 2024
Page 2


       Your revisions should include also details of the phase one and two work
plans being
       conducted by Discovery Consultants of Vernon, British Columbia. Please
include a
       draft of all proposed revisions along with your response to this
comment.

Operating and Financial Review and Prospects, page 11

2.     The guidance in Item 5 of Form 20-F requires that you provide
explanations of factors
       that have materially affected the company   s financial condition and
results of
       operations for the periods covered by your financial statements, and
management   s
       assessment of factors and trends which are anticipated to have a
material effect on
       your financial condition and results of operations in future periods.

       The discussion must include a quantitative and qualitative description
of the reasons
       underlying material changes and focus specifically on material events
and
       uncertainties that would cause reported financial information not to be
necessarily
       indicative of future operating results or of future financial condition.

       For example, provide further details regarding the circumstances under
which you
       were able to recognize a gain on the settlement of accounts payable, and
given that
       you recognized a full impairment of costs capitalized for the Extra High
claims in
       2021, describe the circumstances that have changed to support your
recoverability
       assessments of amounts that have been subsequently capitalized, in your
view. Given
       that your estimate of funds required for 2024 was significantly higher
than in the
       preceding year, also explain how you intended to utilize the $400,000
that you stated
       would be necessary to conduct operations uninterruptedly.

       Please discuss the amounts paid to Discovery Consultants during the
year, and the
       nature and scope of the exploration work that has been performed, or
that was yet to
       be performed at the end of the most recent period, and which constitutes
the phase one
       and phase two work referenced in your disclosures on pages 10, 68 and
F-15.

       The nature of the information obtained from this work and the
implications for any
       plans of future exploration should be clearly addressed.

Controls and Procedures, page 38

3.     We note that your disclosures regarding internal control over financial
reporting
       indicate that based on the assessment performed, these cannot be relied
upon due to a
       lack of segregation of duties. Please revise to further clarify whether
internal control
       over financial reporting was found to be effective or not effective,
based on the
       assessment performed, to comply with Item 15(b)(3) of Form 20-F.

4.     We note your disclosure indicating there were no changes in your
internal controls or
       in other factors that could affect these controls subsequent to the
evaluation.
       However, the guidance in Item 15(d) of Form 20-F is concerned with any
changes in
 December 6, 2024
Page 3

       your internal control over financial reporting that are identified in
connection with the
       evaluation that was performed to conclude on effectiveness. In other
words, you
       would need to identify any changes in internal control over financial
reporting, rather
       than changes in internal controls or in other factors, and changes that
occurred during
       the period covered by the annual report, rather than subsequently.
Please revise your
       disclosures as necessary to provide such clarification.

List of Exhibits , page 40

5.     We note that you filed certifications of the Chief Executive Office at
Exhibits 31.1
       and 31.2, notwithstanding the labeling inaccuracy, although have not
filed the
       corresponding certifications from your Chief Financial Officer.

       Please amend your filing to include certifications of the Chief
Financial Officer to
       comply with General Instruction B(e) to Form 20-F, and Rule 13a-14(a)
and (b) of
       Regulation 13A, as referenced in 12 and 13 within the Exhibit
Instructions in Form
       20-F, and to correct the officer reference in the exhibit index.

       Please ensure that all certifications are dated contemporaneously with
the filing of
       your amendment and that the amendment includes all prescribed content.


        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.

       Please contact Jenifer Gallagher at (202) 551-3706 or Karl Hiller at
(202) 551-3686 if
you have questions regarding comments on the financial statements and related
matters.
Please contact John Coleman at (202) 551-3610 if you have questions regarding
comments
on the mineral property disclosures.



                                                             Sincerely,

                                                             Division of
Corporation Finance
                                                             Office of Energy &
Transportation