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                                                            December 17, 2024

Bill Zarkalis
Chief Executive Officer
Titan America SA
1000 Bruxelles
Square de Mee  s 37, Belgium

        Re: Titan America SA
            Amendment No. 2 to Draft Registration Statement on Form F-1
            Submitted December 3, 2024
            CIK No. 0002035304
Dear Bill Zarkalis:

     We have reviewed your amended draft registration statement and have the
following
comments.

       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 a comment applies 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 this letter
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Amendment No. 2 to Draft Registration Statement on Form F-1
Business, page 143

1.     We note you present Free Cash Flow and Ratio of Net Debt to Adjusted
EBITDA,
       non-IFRS financial measures, for 2023 without the most directly
comparable IFRS
       financial measures. Please revise your disclosure to present, with equal
or greater
       prominence, the most directly comparable IFRS financial measures. Refer
to Item
       10(e)(1)(i)(A) of Regulation S-K and Question 102.10 of the Compliance
       & Disclosure Interpretations regarding Non-GAAP Financial Measures.
 December 17, 2024
Page 2
Consolidated Financial Statements
General, page F-1

2.     As this is an initial public offering, your audited financial statements
may be no older
       than 12 months at the time of filing and effectiveness. However, if you
are able to
       represent that you are not required to comply with the 12-month
requirement in any
       other jurisdiction outside the United States and that complying with the
12-month
       requirement is impracticable or involves undue hardship, the last year
of audited
       financial statements may be no older than 15 months at the time the
registration
       statement is declared effective. If applicable, your representation
should be filed as an
       exhibit to the registration statement. Refer to the Instructions to Item
8.A.4 of Form
       20-F.
Consolidated Financial Statements
Consolidated Statements of Financial Position, page F-7

3.     We note your related party transactions disclosure on page F-59. Please
disclose
       related party amounts on the face of your balance sheets, statements of
operations and
       comprehensive income and statements of cash flows, as applicable. Refer
to Rule 4-
       08(k) of Regulation S-X.

        Please contact Ranjit Singh Pawar at 202-551-2702 or Kimberly Calder at
202-551-
3701 if you have questions regarding comments on the financial statements and
related
matters. Please contact Claudia Rios at 202-551-8770 or Liz Packebusch at
202-551-8749
with any other questions.



                                                             Sincerely,

                                                             Division of
Corporation Finance
                                                             Office of Energy &
Transportation
cc:   Jeffrey D. Karpf, Esq.
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