May 12, 2021
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Brittany Ebbertt, Kathleen Collins, Matthew Derby and Jan Woo
Re:Skydeck Acquisition Corp.
Registration Statement on Form S-1
Filed March 16, 2021, as amended
File No. 333-254347
Dear Sir or Madam:
On May 11, 2021, the undersigned, each for itself and the several underwriters, joined in the request of SkydeckAcquisition Corp. (the “Company”) to accelerate the effective date of the above-referenced Registration Statement so as to permit it to become effective at 4:00 p.m. New York time on May 13, 2021, or as soon thereafter as practicable.
The undersigned, each for itself and the several underwriters, hereby joins in the Company’s withdrawal of such request.
[Signature page follows]
Very truly yours,
J.P. Morgan Securities LLC
as Representative of the Several Underwriters
By:/s/ Peter Castoro
Name: Peter Castoro
Title: Vice President
Morgan Stanley & Co. LLC
as Representative of the Several Underwriters
By:/s/ James Watts
Name: James Watts
Title: Executive Director
[Signature Page to Underwriters’ Withdrawal of Acceleration Letter]