Correspondence 0001654954-24-011212 from Airship AI Holdings, Inc. (AISP)

Airship AI Holdings, Inc.
Date: Aug. 28, 2024 · CIK: 0001842566 · Accession: 0001654954-24-011212

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File numbers found in text: 333-281333

Date

Aug. 28, 2024

Author

CAPITAL PARTNERS, LLC

Form

CORRESP

Company

Airship AI Holdings, Inc.

Letter

aisp_corresp

Roth Capital Partners, LLC

888 San Clemente Drive

Newport Beach, CA 92660

August 28, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Washington, DC 20549

Re:

Airship AI Holdings, Inc.

Registration Statement on Form S-1 (Registration No. 333-281333)

Concurrence in Acceleration Request

Ladies and Gentlemen:

Roth Capital Partners, LLC (“Roth”), as placement agent for the referenced offering, hereby concurs in the request by Airship AI Holdings, Inc. that the effective date of the above-referenced registration statement be accelerated to 5:00 p.m. (Eastern Time), or as soon as practicable thereafter, on Thursday, August 29, 2024, pursuant to Rule 461 under the Securities Act. Roth affirms that it is aware of its obligations under the Securities Act in connection with this offering.

[Signature Page Follows]

Very
truly yours,
ROTH
CAPITAL PARTNERS, LLC

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CORRESP
1
filename1.htm

aisp_corresp

Roth Capital Partners, LLC

888 San Clemente Drive

Newport Beach, CA 92660

August
28, 2024

VIA EDGAR

U.S.
Securities and Exchange Commission

Division
of Corporation Finance

Washington,
DC 20549

Re:

       Airship
AI Holdings, Inc.

Registration
Statement on Form S-1 (Registration No. 333-281333)

Concurrence
in Acceleration Request

Ladies
and Gentlemen:

Roth
Capital Partners, LLC (“Roth”), as placement
agent for the referenced offering, hereby concurs in the request by
Airship AI Holdings, Inc. that the effective date of the
above-referenced registration statement be accelerated to 5:00 p.m.
(Eastern Time), or as soon as practicable thereafter, on Thursday,
August 29, 2024, pursuant to Rule 461 under the Securities Act.
Roth affirms that it is aware of its obligations under the
Securities Act in connection with this offering.

[Signature
Page Follows]

Very
truly yours,

ROTH
CAPITAL PARTNERS, LLC

By:
__/s/ Aaron
M. Gurewitz___ ____

Name:
Aaron M. Gurewitz

Title:
President & Head of Investment Banking

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