Correspondence 0001104659-24-051769 from Oklo Inc. (OKLO)
Oklo Inc.
Date: April 25, 2024 · CIK: 0001849056 · Accession: 0001104659-24-051769
AI Filing Summary & Sentiment
File numbers found in text: 333-274722
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CORRESP
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AltC Acquisition Corp.
640 Fifth Avenue, 12th Floor
New York, NY 10019
April 25, 2024
VIA EDGAR AND FACSIMILE
Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, N.E.
Washington, DC 20549
Attention:
Anuja A. Majmudar
Irene Barberena-Meissner
Mark Wojciechowski
Gus Rodriguez
Re:
AltC Acquisition Corp. - Request for Acceleration
Registration Statement on Form S-4
File No. 333-274722
Ladies and Gentlemen:
Pursuant to Rule 461 promulgated
under the Securities Act of 1933, as amended (the “Securities Act”), AltC Acquisition Corp. (the “Registrant”)
hereby respectfully requests that the effectiveness of the above-captioned Registration Statement on Form S-4 (File No. 333-274722) filed
by the Registrant with the United States Securities and Exchange Commission (the “Commission”) on September 27, 2023,
as amended by Amendment No. 1 filed on November 13, 2023, Amendment No. 2 filed on December 22, 2023, Amendment No. 3 filed on January
30, 2024, Amendment No. 4 filed on April 2, 2024, and Amendment No. 5 filed on April 15, 2024 (collectively, the “Registration
Statement”), be accelerated by the Commission to 4:00 p.m., Eastern Time on April 26, 2024, or as soon as reasonably
practicable thereafter, or at such later time as the Registrant or its counsel may orally request via telephone.
The cooperation of the Commission
in meeting the timetable described above is very much appreciated. If you have any questions, please feel free to contact Matthew J. Gilroy
of Weil, Gotshal & Manges LLP at (212) 310-8961 or by e-mail at Matthew.Gilroy@weil.com. In addition, please notify Mr. Gilroy
when this request for acceleration has been granted.
Sincerely,
AltC Acquisition Corp.
By: /s/ Jay Taragin
Name: Jay Taragin
Title: Chief Financial Officer
cc: Michael Klein, Chairman of the Board, AltC Acquisition Corp.
Sam Altman, Chief Executive Officer, AltC Acquisition Corp.
Michael J. Aiello, Esq., Weil, Gotshal & Manges LLP
Matthew J. Gilroy, Esq., Weil, Gotshal & Manges LLP
Barbra J. Broudy, Esq., Weil, Gotshal & Manges LLP
David Gammell, Esq., Gunderson Dettmer Stough Villeneuve Franklin
& Hachigian, LLP
Jeffrey R. Vetter, Esq., Gunderson Dettmer Stough Villeneuve
Franklin & Hachigian, LLP
Keith J. Scherer, Esq., Gunderson Dettmer Stough Villeneuve
Franklin & Hachigian, LLP
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