United States securities and exchange commission logo

                               April 16, 2021

       Mark D. Ein
       Chief Executive Officer
       Capitol Investment Corp. V
       1300 17th Street North
       Suite 820
       Arlington, VA 22209

                                                        Re: Capitol Investment
Corp. V
Statement on Form S-4
                                                            Filed March 19,
                                                            File No. 333-254470

       Dear Mr. Ein:

              We have reviewed your 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.

              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

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Registration Statement on Form S-4

       Q: I am a Capitol warrant holder. Why am I receiving this proxy
statement/consent solicitation
       statement/prospectus?, page xiv

   1.                                                   Please revise to state
that immediately after the business combination, warrant holders will
                                                        not be able to exercise
their warrants for a period, and include a cross reference to the risk
                                                        factor "We are not
registering the shares of New Doma Common Stock issuable upon
                                                        exercise of the
warrants" on page 25.
       Structure of the Business Combination, page 2

   2.                                                   Please revise the
diagrams on page 2 to indicate the percentages of voting and economic
                                                        interests for each of
the stakeholders.
 Mark D. Ein
FirstName   LastNameMark
Capitol Investment  Corp. VD. Ein
April       NameCapitol Investment Corp. V
       16, 2021
April 216, 2021 Page 2
FirstName LastName
Consideration to Capitol Holders, page 4

3.       Disclose here the formula by which Class B Common Stock of Capitol
will convert into
         shares of New Doma Common Stock, or provide a cross reference to such
a discussion.
Subscription Agreements, page 5

4.       Please identify the PIPE Investors referenced in this section. Please
also refile the
         Subscription Agreement filed as Exhibit 10.5 to identify the
Subscribers who signed the
The Capitol Board of Directors' Reasons for Approval of the Business
Combination, page 8

5.       Please balance your discussion of the positive factors considered by
the Board of
         Directors by summarizing the uncertainties and risks and other
potentially negative factors
         concerning the Business Combination considered by the Board of
Directors as discussed
         on pages 86-87.
The provisions of the Proposed Certificate of Incorporation requiring exclusive
forum, page 35

6.       Please reconcile the statement that the Proposed Certificate of
Incorporation "will provide
         that the exclusive forum provision will not apply to suits brought to
enforce any cause of
         action arising under the Securities Act" with Section 10.1 of the
Proposed Certificate of
         Incorporation, which states that "the federal district courts of the
United States shall be the
         exclusive forum for the resolution of any complaint asserting a cause
of action arising
         under the Securities Act of 1933." Please also reconcile references in
the risk factor
         disclosure to the federal district court for the District of Delaware
or other state courts of
         the State of Delaware having jurisdiction in the event that the
Chancery Court does not
         have jurisdiction and that the Proposed Certificate of Incorporation
will provide that the
         exclusive forum provision will not apply to suits brought to enforce
any duty or liability
         created by the Exchange Act or any other claim for which the federal
courts have
         exclusive jurisdiction with the Proposed Certificate of Incorporation
in Annex B which
         does not include such provisions.
If the security of the personal information that we (or our vendors) collect,
store or process is
compromised, page 47

7.       We note your statement that you have previously been the target of
cyber attacks. Please
         disclose whether any such breaches were material to your business.
Refer to CF
         Disclosure Guidance: Topic No. 2 - Cybersecurity, and Commission
Statement and
         Guidance on Public Company Cybersecurity Disclosures, Release No.
Background of the Transactions, page 80

8.       Please disclose Citi   s valuation of Doma and the metrics Citi
utilized, as discussed on
         page 82.
 Mark D. Ein
FirstName   LastNameMark
Capitol Investment  Corp. VD. Ein
April       NameCapitol Investment Corp. V
       16, 2021
April 316, 2021 Page 3
FirstName LastName
Certain Forecasted Financial Information for Doma, page 88

9.       Please disclose a citation, and link if available, to the Mortgage
Bankers Association's
         forecasts that Doma's market share would increase "from less than 1%
in 2020 to less than
         5% in 2023." Please also provide us with a copy of the forecast that
supports this
10.      Please remove the statement on page 88 that "You are cautioned not to
rely on the
         forecasts" and the statement on page 89 that "reliance should not be
placed on the
         forecasts." Investors are entitled to rely on the disclosure in the
Comparable Company Analysis, page 89

11.      Please disclose Doma's ratio of enterprise value over estimated 2022
adjusted gross profit,
         Doma's forecasted 2022 Gross Profit Margin and 2022 Gross Profit
Growth %.
12.      Please disclose why Metromile, Lemonade, and Root are considered
         comparable companies given how different title insurance is from the
insurance products
         that Metromile, Lemonade, and Root sell. We note for example that,
unlike other forms
         of insurance, title insurance does not involve recurring premiums.
Similarly, disclose why
         you chose Opendoor as a comparable company; unlike Doma, Opendoor is
focused on
         investing in real estate and owns real estate inventory. Discuss why
you chose to rely on a
         comparable company analysis as opposed to another analysis, given the
         between these business models and Doma's business model.
13.      Disclose how the enterprise values for the comparable companies was
determined, and as
         of what date. In this regard we note significant volatility in the
market value of the
         companies you used.
Closing Conditions, page 129

14.      Please revise to specify the "related agreements and transactions"
that must be approved
         by the respective stockholders of Capitol and Doma as a condition to
closing. Please also
         include the minimum cash condition in the list of closing conditions
on page 129.
Unaudited Pro Forma Condensed Combined Financial Information, page 134

15.      We note you have a $13.9 million adjustment for Sponsor Covered Shares
subject to
         vesting, contingent upon the price of New Doma Common Stock exceeding
         thresholds. Please tell us the following concerning this adjustment:
             Given the contingent nature of the adjustment, how the adjustment
meets the criteria
              to be presented as a Transaction Accounting Adjustment. Refer to
Rule 11-02(a) of
              Regulation S-X;
             Expand on the assumptions provided in Note 5 on page 144 used in
the preliminary
              valuation (expected volatility, risk-free interest rate) to
provide as many specifics as
              possible regarding the calculation; and
             Provide an update, as applicable, to the fair value since this
preliminary fair value
 Mark D. Ein
Capitol Investment Corp. V
April 16, 2021
Page 4
              was determined.
16.      We note you have a $2.3 million adjustment for expected additional
         expenses to New Doma post-Closing. Please tell us us how this
adjustment meets the
         criteria to be presented as a Transaction Accounting Adjustment under
Rule 11-02(a)(6)
         of Regulation S-X.
6. Liability for loss and loss adjustment expenses, page F-40

17.      Please revise your next amendment to include a discussion of the
reasons for the favorable
         prior year development for both 2020 and 2019 herein and in the
Results of Operations
         narrative on page 184.
Doma Holdings, Inc.
Notes to Consolidated Financial Statements
Note 15. Commitments and Contingencies, page F-52

18.      We note your risk factor on pages 53-54 concerning potential
litigations and legal
         proceedings. Please tell us, and revise your footnote as appropriate,
to include the
         disclosure requirements in ASC 450-20-50 related to potential loss
        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.

       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

       You may contact Rolf Sundwall at 202-551-3105 or David Irving at
202-551-3321 if you
have questions regarding comments on the financial statements and related
matters. Please
contact John Dana Brown at 202-551-3859 or Justin Dobbie at 202-551-3469 with
any other

FirstName LastNameMark D. Ein                                  Sincerely,
Comapany NameCapitol Investment Corp. V
                                                               Division of
Corporation Finance
April 16, 2021 Page 4                                          Office of
FirstName LastName