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CORRESP Filing

FUELCELL ENERGY INC
Date: May 6, 2025 · CIK: 0000886128 · Accession: 0001104659-25-045076

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File numbers found in text: 333-286842

Date
May 6, 2025
Author
By
Form
CORRESP
Company
FUELCELL ENERGY INC

Letter

FuelCell Energy

3 Great Pasture Road

Danbury, CT 06810

www.fuelcellenergy.com

May 6, 2025

Via EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F. Street N.E.

Washington, D.C. 20549

Attention: Ms. Sarah Sidwell

Re: Acceleration of Effective Date

FuelCell Energy, Inc.

Registration Statement on Form S-3

Filed on April 29, 2025

File No. 333-286842

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the " Securities Act "), FuelCell Energy, Inc. (the " Company ") hereby requests that the effective date of the Registration Statement on Form S-3 (File No. 333-286842) (the " Registration Statement ") be accelerated so that the Registration Statement becomes effective under the Securities Act at 4:30 P.M. Eastern Time on May 8, 2025 or as soon as practicable thereafter.

The Company respectfully requests that you notify Ms. Megan A. Odroniec of Foley & Lardner LLP of such effectiveness by a telephone call to (813) 225-4117.

Sincerely,
FUELCELL ENERGY, INC.

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CORRESP
 1
 filename1.htm

 FuelCell Energy

 3 Great Pasture Road

 Danbury, CT 06810

 www.fuelcellenergy.com

 May 6, 2025

 Via EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 100 F. Street N.E.

 Washington, D.C. 20549

 Attention: Ms. Sarah Sidwell

 Re: Acceleration of Effective Date

 FuelCell
Energy, Inc.

 Registration Statement on Form S-3

 Filed on April 29, 2025

 File No. 333-286842

 Ladies and Gentlemen:

 Pursuant to Rule 461
under the Securities Act of 1933, as amended (the " Securities Act "), FuelCell Energy, Inc. (the " Company ")
hereby requests that the effective date of the Registration Statement on Form S-3 (File No. 333-286842) (the " Registration
Statement ") be accelerated so that the Registration Statement becomes effective under the Securities Act at 4:30 P.M. Eastern
Time on May 8, 2025 or as soon as practicable thereafter.

 The Company respectfully requests
that you notify Ms. Megan A. Odroniec of Foley & Lardner LLP of such effectiveness by a telephone call to (813) 225-4117.

 Sincerely,

 FUELCELL ENERGY, INC.

 By:
 /s/ Michael S. Bishop

 Name:
 Michael S. Bishop

 Title:
 Chief Financial Officer and Treasurer

 cc:
 Jason Few, Chief Executive Officer and President

 Joshua Dolger, General Counsel and Corporate Secretary