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Correspondence 0001193125-23-186529 from Urgent.ly Inc. (ULY)

Urgent.ly Inc.
Date: July 13, 2023 · CIK: 0001603652 · Accession: 0001193125-23-186529

Offering / Registration Process

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File numbers found in text: 333-271937

Date
July 13, 2023
Author
/s/ Matthew Booth
Form
CORRESP
Company
Urgent.ly Inc.

Letter

July 13, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Technology

100 F Street, N.E.

Washington, D.C. 20549-3720

Attention: Amanda Kim

Stephen Krikorian

Matthew Crispino

Larry Spirgel

Re: Urgent.ly Inc.

Registration Statement on Form S-4

(File No. 333-271937)

Acceleration Request

Requested Date: Friday, July 14, 2023

Requested Time: 4:00 P.M. Eastern Time

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, Urgent.ly Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-4 (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Wilson Sonsini Goodrich & Rosati, P.C., by calling Mark B. Baudler at (650) 320-4597.

[Signature page follows]

Securities and Exchange Commission

July 13, 2023

Page 2

Sincerely,
URGENT.LY INC.

Show Raw Text
CORRESP
1
filename1.htm

CORRESP

 July 13, 2023

VIA EDGAR

 U.S. Securities and Exchange
Commission

 Division of Corporation Finance

 Office of
Technology

 100 F Street, N.E.

 Washington, D.C. 20549-3720

Attention:
 Amanda Kim

 Stephen Krikorian

 Matthew Crispino

 Larry Spirgel

Re:
 Urgent.ly Inc.

 Registration Statement on Form S-4

 (File No. 333-271937)

 Acceleration Request

 Requested Date:     Friday, July 14, 2023

 Requested Time:    4:00 P.M. Eastern Time

Ladies and Gentlemen:

 Pursuant to Rule 461 under the
Securities Act of 1933, as amended, Urgent.ly Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-4 (the “Registration Statement”)
be declared effective at the “Requested Date” and “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of
the Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Wilson Sonsini Goodrich & Rosati, P.C., by calling Mark B. Baudler at (650) 320-4597.

 [Signature page follows]

 Securities and Exchange Commission

July 13, 2023

 Page 2

Sincerely,

URGENT.LY INC.

/s/ Matthew Booth

Matthew Booth

Chief Executive Officer

cc:
 Timothy C. Huffmyer, Urgent.ly Inc.

Robert O’Connor, Esq., Wilson Sonsini Goodrich & Rosati, P.C.

Mark B. Baudler, Esq., Wilson Sonsini Goodrich & Rosati, P.C.

Lianna C. Whittleton, Esq., Wilson Sonsini Goodrich & Rosati, P.C.

Rich Mullen, Esq., Wilson Sonsini Goodrich & Rosati, P.C.

David G. Sharon, Esq., Wilson Sonsini Goodrich & Rosati, P.C.