Correspondence 0001104659-25-001872 from Wheels Up Experience Inc. (UP)
Wheels Up Experience Inc.
Date: Jan. 8, 2025 · CIK: 0001819516 · Accession: 0001104659-25-001872
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File numbers found in text: 333-284063
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CORRESP
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2135 American Way
Chamblee, Georgia 30341
January 8, 2025
VIA EDGAR AND EMAIL
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention:
Ms. Claudia Rios
Re:
Acceleration Request of Wheels Up Experience
Inc.
Registration Statement on Form S-3 (File
No. 333-284063)
CIK No. 0001819516
Dear Ms. Rios:
Pursuant to Rule 461 under the Securities Act
of 1933, as amended, Wheels Up Experience Inc., a Delaware corporation, hereby requests that the effective date of the above-referenced
Registration Statement be accelerated so that it may become effective at 4:00 p.m., Eastern time, on January 10, 2025,
or as soon thereafter as practicable.
Once the Registration Statement has been declared
effective, we request that you orally confirm that event with our internal counsel, Cozen O’Connor P.C., by calling Seth Popick
at (412) 620-6527.
Thank you for your attention to this matter.
Very truly yours,
Wheels Up Experience Inc.
By:
/s/ Matthew J. Knopf
Matthew J. Knopf
Chief Legal Officer & Secretary