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Correspondence 0001193125-23-275241 from Banzai International, Inc. (BNZI)

Banzai International, Inc.
Date: Nov. 13, 2023 · CIK: 0001826011 · Accession: 0001193125-23-275241

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File numbers found in text: 333-274278

Date
November 13, 2023
Author
Chief Executive
Form
CORRESP
Company
Banzai International, Inc.

Letter

7GC & CO. HOLDINGS INC.

388 Market Street, Suite 1300

San Francisco, CA 94111

628-400-9284

November 13, 2023

VIA EDGAR SUBMISSION

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention:

Chen Chen

Kathleen Collins

Kyle Wiley

Matthew Crispino

Re:

7GC & Co. Holdings Inc.

Registration Statement on Form S-4

File No. 333-274278

Acceleration Request

Requested Date: November 13, 2023

Requested Time: 5:00 P.M., Eastern Time

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, 7GC & Co. Holdings Inc. (the “Company”), hereby requests that the effective date of the Company’s Registration Statement on Form S-4, as amended, Registration Number 333-274278 (the “Registration Statement”), be accelerated so that the Company’s Registration Statement will become effective at 5:00 P.M., Eastern Time, on November 13, 2023, or as soon thereafter as practicable or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.

We would appreciate it if, as soon as the Registration Statement is declared effective, you would so inform Michael P. Heinz of Sidley Austin LLP at (212) 839-5444.

Very truly yours,
/s/ Jack Leeney

Show Raw Text
CORRESP
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CORRESP

 7GC & CO. HOLDINGS INC.

388 Market Street, Suite 1300

 San
Francisco, CA 94111

 628-400-9284

November 13, 2023

 VIA EDGAR
SUBMISSION

 U.S. Securities and Exchange Commission

Division of Corporation Finance

 100 F Street, N.E.

Washington, D.C. 20549

Attention:

 Chen Chen

 Kathleen Collins

Kyle Wiley

 Matthew Crispino

Re:

7GC & Co. Holdings Inc.

Registration Statement on Form S-4

File No. 333-274278

Acceleration Request

 Requested Date: November 13, 2023

 Requested Time: 5:00 P.M., Eastern Time

 Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, 7GC & Co. Holdings Inc. (the “Company”),
hereby requests that the effective date of the Company’s Registration Statement on Form S-4, as amended, Registration Number 333-274278 (the
“Registration Statement”), be accelerated so that the Company’s Registration Statement will become effective at 5:00 P.M., Eastern Time, on November 13, 2023, or as soon thereafter as practicable or at such later
time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.

We would appreciate it if, as soon as the Registration Statement is declared effective, you would so inform Michael P. Heinz of Sidley Austin
LLP at (212) 839-5444.

Very truly yours,

/s/ Jack Leeney

 Jack Leeney

 Chief Executive
Officer

cc:
 Michael P. Heinz, Sidley Austin LLP

Jocelyne E. Kelly, Sidley Austin LLP