MultiSensor AI Holdings, Inc.
2105 West Cardinal Drive
Beaumont, TX 77705
January 28, 2025
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-6010
Attention: Conlon Danberg
| Re: | MultiSensor AI Holdings, Inc. |
| Registration Statement on Form S-3 | |
| File No. 333-284438 |
To the addressee set forth above:
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 acceleration of the effective date of the above-referenced Registration Statement on Form S-3 (File No. 333-284438) (the “Registration Statement”) of MultiSensor AI Holdings, Inc. (the “Company”). We respectfully request that the Registration Statement become effective as of 4:00 p.m. Eastern Time on January 30, 2025, or as soon as practicable thereafter. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Drew Capurro at (714) 755-8008.
Thank you for your assistance in this matter.
| Sincerely, | ||
| MULTISENSOR AI HOLDINGS, INC. | ||
| By: | /s/ Stuart V Flavin III | |
| Stuart V Flavin III | ||
| Interim Chief Executive Officer | ||
| cc: | Robert Nadolny, MultiSensor AI Holdings, Inc. |
| Drew Capurro, Latham & Watkins LLP | |
| Jack Anderson, Latham & Watkins LLP |