SecProbe.io

CORRESP
1
filename1.htm

April 26, 2019

VIA
EDGAR

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Division
of Corporation Finance Office

of
Transportation and Leisure

Washington,
D.C. 20549

Attn:
Jay Ingram

 Re: GX
Acquisition Corp.

Draft
Registration Statement on Form S-1

Submitted
November 5, 2018

CIK
No. 1752828

Dear
Mr. Ingram:

GX
Acquisition Corp. (the “Corporation,” “we,” “our” or “us”) hereby transmits its
response to the comment letter received from the staff (the “Staff”) of the Securities and Exchange Commission (the
“Commission”), dated April 10, 2019, regarding the revised Draft Registration Statement on Form S-1 submitted on March
28, 2019.

For
the Staff’s convenience, we have repeated below the Staff’s comments in bold, and have followed each comment with
the Company’s response.

Form
DRS/A submitted 3/28/2019

General

 1. We
                                         note that your forum selection provision identifies the Court of Chancery of the State
                                         of Delaware and the federal district court for the District of Delaware as the exclusive
                                         forum for any action arising under the Securities Act. Please revise your disclosure
                                         to highlight the uncertainty relating to the enforceability of such a provision.

We
have revised the indicated disclosure per the Staff’s request.

We
thank the Staff in advance for its consideration of these changes. Should you have any questions regarding the foregoing, please
contact our outside counsel, Stuart Neuhauser, Esq. of Ellenoff Grossman & Schole LLP at (212) 370-1300.

    Sincerely,

    By:
    /s/ Jay R. Bloom

    Name:
     Jay R. Bloom

cc:
Stuart Neuhauser, Esq.