Correspondence 0001493152-24-044697 from Beneficient (BENF)
Beneficient
Date: Nov. 12, 2024 · CIK: 0001775734 · Accession: 0001493152-24-044697
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File numbers found in text: 333-281694
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CORRESP
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filename1.htm
Beneficient
325
North St. Paul Street, Suite 4850
Dallas,
Texas 75201
(214)
445-4700
November
12, 2024
VIA
EDGAR Securities and Exchange Commission
Division
of Corporation Finance Office of Finance
100
F. Street, N.E.
Washington,
D.C. 20549
Attention:
Robert Arzonetti and Tonya Aldave
RE:
Beneficient
Amendment
No. 3 on Form S-1 to Registration Statement on Form S-3
SEC
File No. 333-281694 (the “Registration Statement”)
REQUEST
FOR ACCELERATION OF EFFECTIVENESS
Ladies
and Gentlemen:
In
accordance with Rule 461 under the Securities Act of 1933, as amended, Beneficient (the “Registrant”) respectfully
requests that the U.S. Securities and Exchange Commission (the “Commission”) declare the Registration Statement
effective as of 4:00 p.m. Eastern Standard Time, on November 12, 2024, or as soon as practicable thereafter, or at such other time as
the Registrant or the Registrant’s legal counsel Haynes and Boone, LLP, request by telephone that such Registration Statement be
declared effective. This letter and request for acceleration of effectiveness of the Registration Statement supersedes our acceleration
request filed with the Commission on October 24, 2024 that had previously requested acceleration for November 13, 2024.
The
Registrant hereby authorizes Matthew L. Fry, of Haynes and Boone, LLP, to orally modify or withdraw this request for acceleration.
We
request that we be notified of such effectiveness by a telephone call to Mr. Fry at (214) 651-5443, or in his absence Logan Weissler
at (214) 651-5813, of Haynes and Boone, LLP, as soon as the Registration Statement has been declared effective. We also respectfully
request that a copy of the written order from the Commission verifying the effective time and date of such registration statement be
sent to Mr. Fry, via email at matt.fry@haynesboone.com. Please contact either of Messrs. Fry or Weissler if you have any questions or
concerns regarding this matter.
Very truly yours,
BENEFICIENT
By:
/s/
Gregory W. Ezell
Name:
Gregory W. Ezell
Title
Chief Financial Officer