United States securities and exchange commission logo August 18, 2022 Mark Dorfman General Counsel Leonardo DRS, Inc. 2345 Crystal Drive Suite 1000 Arlington, Virginia 22202 Re: Leonardo DRS, Inc. Registration Statement on Form S-4 Filed on August 3, 2022 File No. 333-266494 Dear Mr. Dorfman: We have limited our review of your registration statement to those issues we have addressed in our comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. 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 any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Form S-4 filed August 3, 2022 General 1. We note your disclosure that the merger will qualify as a reorganization within the meaning of Section 368(a) of the Code. Please file a tax opinion as an exhibit to your registration statement. Please also revise your disclosure on page 290 to reflect that the tax consequences discussed represent the opinion of counsel. Refer to Item 601(b)(8) of Regulation S-K. For guidance, please refer to Staff Legal Bulletin No. 19. 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. Mark Dorfman Leonardo DRS, Inc. August 18, 2022 Page 2 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. You may contact Bradley Ecker at (202) 551-4985 or Erin Purnell at (202) 551-3454 with any questions. FirstName LastNameMark Dorfman Sincerely, Comapany NameLeonardo DRS, Inc. Division of Corporation Finance August 18, 2022 Page 2 Office of Manufacturing FirstName LastName