SecProbe.io

CORRESP
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VIA EDGAR

May 3, 2024

Attention:
Stephany Yang

Melissa Gilmore

Securities and Exchange Commission

Division of Corporation Finance

Office of Manufacturing

100 F Street, N.E.

Washington, D.C. 20549

    Re:

    Lucid Group, Inc.

    Form 10-K for the Fiscal Year Ended December 31, 2023

    Filed February 27, 2024

    File No. 001-39408

Dear Ms. Yang and Ms. Gilmore:

Lucid Group, Inc. (the “Company,” or “we,”
 “our” or “us”) is writing this letter in response to the comment letter of the Staff of the Securities and Exchange
Commission (the “Staff” or the “SEC”) dated April 19, 2024 relating to the Company’s Form 10-K
for the year ended December 31, 2023 (the “2023 Form 10-K”).

For your convenience, we have reproduced the Staff’s comments
preceding our responses below. All references to page numbers in our responses are to the pages of the 2023 Form 10-K as
applicable. Please let us know if you have any questions or if we can provide additional information or otherwise be of assistance in
expediting the review process.

Management's Discussion and Analysis of Financial Condition and
Results of Operations Cost of Revenue, page 77

 1. Please tell us and expand your disclosures to provide additional insight for the increase in inventory and firm purchase commitments
write-downs in 2023. Additionally, expand your critical accounting policy disclosures to identify the material assumptions you used in
determining the allowance for excess or obsolete inventory, including more details of how you develop certain assumptions such as current
and future demand forecasts.

Response:
We respectfully advise the Staff that the increase of $357.4 million from $569.5 million in the year ended December 31, 2022 to $926.9
million in the year ended December 31, 2023 in inventory write-downs and losses from firm purchase commitments, is primarily due
to a decrease in estimated average selling prices, an increase in overall inventory balances, and inventory obsolescence. The decrease
in estimated average selling prices in 2023 compared to 2022 was primarily driven by expected changes in product mix and higher discounts
and incentives.

In future
filings, beginning with our Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, we will expand our disclosure
by including information regarding movements in the inventory write-downs and losses from firm purchase commitments for the comparative
periods in the Management's Discussion and Analysis of Financial Condition and Results of Operations Cost of Revenue section.

Additionally, we advise the Staff that we will
expand our critical accounting policy disclosures, beginning with our Quarterly Report on Form 10-Q for the quarter ended March 31,
2024, to reflect the following steps we take in determining write-downs for excess or obsolete inventory and to identify the material
assumptions used as follows:

We periodically review and record write-downs
for excess or obsolete inventories based upon assumptions about current and future demand forecasts, considering shelf-life and technological
obsolescence of certain inventories. Our current and future demand forecasts are based on our historical sales, market share performance,
macroeconomic factors and trends in quantities or prices of orders for our products. We evaluate whether raw materials are approaching
the end of their shelf-lives or becoming technologically obsolete, and the likelihood that we will be able to use the raw materials in
production.

Note 2 - Summary of Significant Accounting Policies Segment Reporting,
page 98

 2. Please disclose revenues from external customers attributed to your country of domicile and attributed to all foreign countries in
total from which you derive revenues in future filings. In addition, disclose long-lived assets located in your country of domicile and
located in all foreign countries in total in which you hold assets. Also disclose the amount of revenues from external customers attributed
to and the amount of long-lived assets in an individual foreign country, if material. Refer to ASC 280-10-50-41.

    2

Response:
We acknowledge the Staff’s comment and respectfully advise the Staff that for the year ended December 31, 2023, entity wide
disclosures under ASC 280-10-50-41 for revenues from external customers attributed to, and the amount of long-lived assets in an individual
foreign country were not disclosed because such amounts were not material. In future filings, beginning with our Annual Report on Form 10-K
for the year ended December 31, 2024 (the “2024 Form 10-K”), we will disclose (1) revenues from external customers
attributed to our country of domicile and attributed to all foreign countries in total from which we derive revenues, (2) long-lived
assets located in our country of domicile and located in all foreign countries in total in which we hold assets. We will also disclose
the amount of revenues from external customers attributed to and the amount of long-lived assets in an individual foreign country, if
it becomes material in future periods.

Revenue from Contracts with Customers, page 101

 3. Please tell us whether the revenue recognition policies disclosed for vehicle sales without Residual Value Guarantee apply to vehicles
sales under the EV Purchase Agreement. If different, please disclose in future filings the revenue recognition policies applied to vehicle
sales under the EV Purchase Agreement.

Response:
We respectfully advise the Staff that the revenue recognition policies disclosed for vehicle sales without Residual Value Guarantee apply
to vehicles sales under the EV Purchase Agreement. In future filing, beginning with our Quarterly Report on Form 10-Q for the quarter
ended March 31, 2024, we will disclose that the revenue recognition policies for vehicle sales without Residual Value Guarantee apply
to vehicles sales under the EV Purchase Agreement.

Note 20 - Related Party Transactions, page 129

 4. We note you disclosed various related party transactions. Please identify on the face of your consolidated balance sheets, consolidated
statements of operations and comprehensive loss, and consolidated statements of cash flows the amounts of all related party transactions
and balances in future filings pursuant to Rule 4-08(k) of Regulations S- X.

Response:
We acknowledge the Staff’s comment and in future filings, beginning with our Quarterly Report on Form 10-Q for the quarter
ended March 31, 2024, we will identify on the face of our condensed consolidated balance sheets, condensed consolidated statements
of operations and comprehensive loss, and condensed consolidated statements of cash flows the amounts of all material related party transactions
and balances pursuant to Rule 4-08(k) of Regulation S-X.

While Rule 4-08(k) of Regulation S-X does not have a concept
of materiality, we do not believe that the inclusion of immaterial related party amounts on the face of our condensed consolidated balance
sheets, condensed consolidated statements of operations and comprehensive loss, and condensed consolidated statements of cash flows would
enhance the usefulness of our financial statements and therefore such amounts will be excluded, consistent with Rule 4-02 of Regulation
S-X.

    3

Set forth below for the Staff’s consideration is a draft of the
Company’s proposed presentation and disclosure.

LUCID GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share and per share data)

    March 31,
 2024
    December 31,
 2023

    ASSETS

    Current assets:

    Cash and cash equivalents

    $ 1,369,947

    Short-term investments

      2,489,798

    Accounts receivable, net (including $      and $35,526 from a related party as of March 31, 2024 and December 31, 2023, respectively)

      51,822

    Inventory

      696,236

    Prepaid expenses

      69,682

    Other current assets

      79,670

    Total current assets

      4,757,155

    Property, plant and equipment, net

      2,810,867

    Right-of-use assets

      221,508

    Long-term investments

      461,029

    Other noncurrent assets

      180,626

    Investments in equity securities of a related party

      81,533

    TOTAL ASSETS

    $ 8,512,718

    LIABILITIES

    Current liabilities:

    Accounts payable

    $ 108,724

    Accrued compensation

      92,494

    Finance lease liabilities, current portion

      8,202

    Other current liabilities (including $      and $92,258 associated with related parties as of March 31, 2024 and December 31, 2023, respectively)

      798,990

    Total current liabilities

      1,008,410

    Finance lease liabilities, net of current portion

      77,653

    Common stock warrant liability

      53,664

    Long-term debt

      1,996,960

    Other long-term liabilities (including $      and $178,311 associated with related parties as of March 31, 2024 and December 31, 2023, respectively)

      524,339

    Total liabilities

      3,661,026

    Commitments and contingencies (Note 12)

    STOCKHOLDERS’ EQUITY

    Common stock, par value $0.0001; 15,000,000,000 shares authorized as of March 31, 2024 and December 31, 2023;                and 2,300,111,489 shares issued and               and 2,299,253,664 shares outstanding as of March 31, 2024 and December 31, 2023, respectively

      230

    Additional paid-in capital

      15,066,080

    Treasury stock, at cost, 857,825 shares at March 31, 2024 and December 31, 2023

      (20,716 )

    Accumulated other comprehensive income (loss)

      4,850

    Accumulated deficit

      (10,198,752 )

    Total stockholders’ equity

      4,851,692

    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

    $ 8,512,718

The accompanying notes are an integral part of these condensed consolidated
financial statements.

    4

LUCID GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE LOSS

(Unaudited)

(in thousands, except share and per share data)

    Three Months Ended
 March 31,

    2024
    2023

    Revenue (including $         and $0 revenue from a related party for three months ended March 31, 2024 and 2023, respectively)

    $ 149,432

    Costs and expenses

    Cost of revenue

      500,524

    Research and development

      229,803

    Selling, general and administrative

      168,770

    Restructuring charges

      22,496

    Total cost and expenses

      921,593

    Loss from operations

      (772,161 )

    Other income (expense), net

    Change in fair value of common stock warrant liability

      (40,802 )

    Change in fair value of equity securities of a related party

      —

    Interest income

      40,005

    Interest expense

      (7,108 )

    Other income (expense), net

      667

    Total other income (expense), net

      (7,238 )

    Loss before provision for income taxes

      (779,399 )

    Provision for income taxes

      129

    Net loss attributable to common stockholders, basic and diluted

    $ (779,528 )

    Weighted average shares outstanding attributable to common stockholders, basic and diluted

      1,831,725,009

    Net loss per share attributable to common stockholders, basic and diluted

    $ (0.43 )

    Other comprehensive income (loss)

    Net unrealized gains (losses) on investments, net of tax

    $ 4,035

    Foreign currency translation adjustments

      —

    Total other comprehensive income (loss)

      4,035

    Comprehensive loss

    $ (775,493 )

The accompanying notes are an integral part of
these condensed consolidated financial statements.

* * *

    5

LUCID GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(in thousands)

    Three Months Ended
 March 31,

    2024
    2023

    Cash flows from operating activities:

    Net loss

    $ (779,528 )

    Adjustments to reconcile net loss to net cash used in operating activities:

    Depreciation and amortization

      49,838

    Amortization of insurance premium

      10,263

    Non-cash operating lease cost

      5,830

    Stock-based compensation

      53,819

    Inventory and firm purchase commitments write-downs

      227,048

    Change in fair value of common stock warrant liability

      40,802

    Net accretion of investment discounts/premiums

      (21,395 )

    Change in fair value of equity securities of a related party

      —

    Other non-cash items

      2,345

    Changes in operating assets and liabilities:

    Accounts receivable (including $        and $0 from a related party for the three months ended March 31, 2024 and 2023, respectively)

      17,009

    Inventory

      (354,154 )

    Prepaid expenses

      (9,082 )

    Other current assets

      22,193

    Other noncurrent assets

      (27,337 )

    Accounts payable

      (66,174 )

    Accrued compensation

      21,545

    Other current liabilities

      1,374

    Other long-term liabilities

      4,340

    Net cash used in operating activities

      (801,264 )

    Cash flows from investing activities:

    Purchases of property, plant and equipment (including $         and $(20,421) from a related party for the three months ended March 31, 2024 and 2023, respectively)

      (241,770 )

    Purchases of investments

      (842,538 )

    Proceeds from maturities of investments

      1,041,151

    Proceeds from sale of investments

      13,244

    Other investing activities

      1,197

    Net cash provided by (used in) investing activities

      (28,716 )

    Cash flows from financing activities:

    Payment for finance lease liabilities

      (1,427 )

    Proceeds from exercise of stock options

      2,181

    Tax withholding payments for net settlement of employee awards

      (6,499 )

    Net cash provided by (used in) financing activities

      (5,745 )

    Net increase (decrease) in cash, cash equivalents, and restricted cash

      (835,725 )

    Beginning cash, cash equivalents, and restricted cash

      1,737,320

    Ending cash, cash equivalents, and restricted cash

    $ 901,595

    Supplemental disclosure of cash flow information:

    Cash paid for interest, net of amounts capitalized

    $ 857

    Cash paid for taxes

    $ —

    Supplemental disclosure of non-cash investing and financing activity:

    Increases (decreases) in purchases of property, plant and equipment included in accounts payable and other current liabilities

    $ (19,812 )

    Property, plant and equipment and right-of-use assets obtained through leases

    $ 3,862

The accompanying notes are an integral part of
these condensed consolidated financial statements.

    6

In connection with our response to the Staff’s comments, we acknowledge
that the Company and its management are responsible for the accuracy and adequacy of its disclosures, notwithstanding any review, comments,
action or absence of action by the Staff.

Please do
not hesitate to contact me at GaganDhingra@lucidmotors.com with any questions you may have with respect to the foregoing.

    Very truly yours,

    LUCID GROUP, INC.

    By:
    /s/ Gagan Dhingra

    Name: Gagan Dhingra

    Title: Interim Chief Financial Officer

    7