Unisys Corporation
801 Lakeview Drive, Suite 100
Blue Bell, Pennsylvania 19422
June 13, 2018
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Information Technologies and Services
100 F Street NE
Washington, D.C. 20549
Attn: Jan Woo
| Re: | Unisys Corporation |
| Registration Statement on Form S-3 |
| File No. 333-225576 |
| Filed June 12, 2018 |
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Unisys Corporation (the “Company”) hereby requests that the effective date of the Company’s Registration Statement on Form S-3 (File No. 333-225576) (the “Registration Statement”) be accelerated so that the Company’s Registration Statement will become effective at 4:00 PM, eastern time, on June 15, 2018, or as soon as thereafter as is practicable.
In connection with this request, we acknowledge to the Securities and Exchange Commission (the “Commission”) that:
| • | should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
| • | the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| • | the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Please feel free to direct any questions or comments concerning this request to Michael Friedman, Esq. of Pepper Hamilton LLP at (215) 981-4563.
| UNISYS CORPORATION | ||
| By: |
/s/ Gerald P. Kenney | |
| Name: Gerald P. Kenney | ||
| Title: Senior Vice President, General Counsel and Secretary | ||