AEye Inc.
One Park Place, Suite 200
Dublin, CA 94568
September 22, 2023
Via EDGAR Transmission
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-6010
Attn: Sarah Sidwell
| Re: | AEye Inc. Filed September 15, 2023
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Dear Ms. Sidwell:
In accordance with Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, we hereby request the acceleration of the effective date of the above-referenced Registration Statement on Form S-3 (the “Registration Statement”) of AEye Inc. (the “Company”). We respectfully request that the Registration Statement become effective as of 4:00 p.m. Eastern Time on September 26, 2023, or as soon thereafter as practicable.
Please contact Chris Forrester of Shearman & Sterling LLP, counsel to the Company, at 858-342-4705, or in his absence, Yian Huang at 484-797-8229, to provide notice of effectiveness, or if you have any other questions or concerns regarding this matter.
Sincerely,
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| By: | /s/ Andrew Hughes | |
Andrew Hughes General Counsel and Secretary
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| cc: | Matthew Fisch, AEye Inc. |
Conor Tierney, AEye Inc.
Chris Forrester, Shearman & Sterling LLP
Yian Huang, Shearman & Sterling LLP
