AEye, Inc.
4670 Willow Road, Suite 125
Pleasanton, CA 94588
February 28, 2025
Via EDGAR Transmission
Erin Donahue
Asia Timmons-Pierce
United States Securities and Exchange Commission
Division of Corporation Finance
Office of Manufacturing
100 F Street, N.E.
Washington, D.C. 20549
| Re: |
AEye, Inc. Filed February 25, 2025
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Dear Ms. Donahue:
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-1/A (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 March 4, 2025, or as soon thereafter as practicable.
Please contact Chris Forrester of Allen Overy Shearman Sterling US 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.
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Sincerely, By: /s/ Andrew S. Hughes
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| cc: | Matthew Fisch, AEye, Inc. Chris Forrester, Allen Overy Shearman Sterling US LLP Yian Huang, Allen Overy Shearman Sterling US LLP |