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Correspondence 0000947871-25-000248 from AEye, Inc. (LIDR)

AEye, Inc.
Date: Feb. 28, 2025 · CIK: 0001818644 · Accession: 0000947871-25-000248

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File numbers found in text: 333-284323

Date
February 28, 2025
Author
Andrew S. Hughes
Form
CORRESP
Company
AEye, Inc.

Letter

Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing AEye, Inc. Registration Statement on Form S-1/A Filed February 25, 2025 File No. 333-284323

Dear Ms. Donahue:

In accordance with Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, we hereby request the acceleration of the effective date of the above-referenced Registration Statement on Form S-1/A (the “Registration Statement”) of AEye, Inc. (the “Company”). We respectfully request that the Registration Statement become effective as of 4:00 p.m. Eastern Time on March 4, 2025, or as soon thereafter as practicable.

Please contact Chris Forrester of Allen Overy Shearman Sterling US LLP, counsel to the Company, at 858-342-4705, or in his absence, Yian Huang at 484-797-8229, to provide notice of effectiveness, or if you have any other questions or concerns regarding this matter.

Sincerely,
AEye, Inc.

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CORRESP
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AEye, Inc.

4670 Willow Road, Suite 125

Pleasanton, CA 94588

February 28, 2025

Via EDGAR Transmission

Erin Donahue

Asia Timmons-Pierce

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Manufacturing

100 F Street, N.E.

Washington, D.C. 20549

    Re:

    AEye, Inc.

    Registration Statement on Form S-1/A

    Filed February 25, 2025

    File No. 333-284323

Dear Ms. Donahue:

In accordance with Rule 461 of Regulation
C of the General Rules and Regulations under the Securities Act of 1933, as amended, we hereby request the acceleration of the effective
date of the above-referenced Registration Statement on Form S-1/A (the “Registration Statement”) of AEye, Inc. (the “Company”).
We respectfully request that the Registration Statement become effective as of 4:00 p.m. Eastern Time on March 4, 2025, or as soon thereafter
as practicable.

Please contact Chris Forrester of Allen
Overy Shearman Sterling US LLP, counsel to the Company, at 858-342-4705, or in his absence, Yian Huang at 484-797-8229, to provide notice
of effectiveness, or if you have any other questions or concerns regarding this matter.

    Sincerely,

    AEye, Inc.

    By:        	/s/ Andrew S. Hughes

    Andrew S. Hughes

    Senior Vice President, Corporate Secretary and

    General Counsel

 cc: Matthew Fisch, AEye, Inc.

Chris Forrester, Allen Overy Shearman Sterling US LLP

Yian Huang, Allen Overy Shearman Sterling US LLP