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                           Julia Aryeh

                           Senior Counsel

                           345 Park Avenue
 New York, NY 10154

                           Direct
 Main
 Fax

jaryeh@loeb.com

                           212.407.4043
 212.407.4000
 212.407.4990

October 23, 2023

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Energy & Transportation

100 F Street, N.E.

Washington, DC 20549

 Re: Revelstone Capital Acquisition Corp.

Amendment No. 1 to Registration Statement on Form S-4

Filed September 27, 2023

File No. ###-##-####

Attention: Robert Babula, Jennifer Gallagher, Michael Purcell and
Laura Nicholson

On behalf of our client, Revelstone Capital Acquisition
Corp., a Delaware company (“Revelstone” or the “Company”), we respond to the comments of the staff
of the Division of Corporation Finance of the Commission (the “Staff”) with respect to the above-referenced Amendment
No. 1 to the Registration Statement on Form S-4 filed on September 27, 2023 (the “S-4”) contained in the Staff’s
letter dated October 17, 2023 (the “Comment Letter”).

The Company has filed via EDGAR an Amendment No.
2 to the S-4 (the “Amendment”), which reflects the Company’s responses to the comments received by the Staff
and certain updated information. For ease of reference, each comment contained in the Comment Letter is printed below and is followed
by the Company’s response. All page references in the responses set forth below refer to the page numbers in the Amendment.

Amendment No. 1 to Form S-4 filed on September
27, 2023

Merger Consideration; Earnout Consideration,
page 22

 1. We note your response to prior comment 8, and your revised disclosure that the Closing Adjustment will
only be used to issue more or less shares of Revelstone Common Stock, as the case may be, calculated using the Reference Price, if the
Closing Debt is less or more than $14,970,000, respectively. Please revise to clarify whether the issuance of any such shares would be
in addition to the 5,703,000 shares of Class A common stock referenced in this section. If so, please revise to quantify such additional
shares and tell us whether you intend to register the issuance of such shares under the Securities Act.

Response: The Company
revised the disclosure in the Amendment to address the Staff’s comment. Please see pages 22 and 120.

    Los Angeles     New York     Chicago     Nashville     Washington, DC     San Francisco     Beijing     Hong Kong     www.loeb.com

    For
    the United States offices, a limited liability partnership including professional corporations. For Hong Kong office, a limited liability
    partnership.

    United States Securities and Exchange Commission

    October 23, 2023

    Page 2

Treatment of Convertible Notes, page 23

 2. We note your response to prior comment 9. Please disclose the number of shares of common stock that
may be issuable under the SJ Fund Convertible Note, and how such amount is determined.

Response: The Company
revised the disclosure in the Amendment to address the Staff’s comment. Please see pages 23 and 121.

Risks Related to Revelstone, page 62

 3. We note your response to prior comment 17. Please revise your disclosure to discuss whether your waiver
of the corporate opportunities doctrine in your existing charter impacted your search for an acquisition target. In addition, we note
your disclosure that the proposed Amended Charter waives any interest or expectancy of the Combined Company in, or in being offered an
opportunity to participate in, any Excluded Opportunity. However, this does not appear to be consistent with the proposed amended charter
set forth in Annex B, or your disclosures regarding the proposal to eliminate the current limitations in place on the corporate opportunity
doctrine. Please revise.

Response: The Company
revised the disclosure in the Amendment to address the Staff’s comment. Please see page 65.

We may be deemed a “foreign person”
under the regulations relating to CFIUS, page 66

 4. We note your response to prior comment 19, and your disclosure that you do not believe that any of
your current officers or your Sponsor constitutes a “foreign person” under CFIUS rules and regulations. With a view toward
disclosure, please also tell us whether anyone or any other entity associated with or otherwise involved in the transaction, such as Set
Jet, Inc., is, is controlled by, or has substantial ties with a non-U.S. person.

Response: The Company
revised the disclosure in the Amendment to address the Staff’s comment. Please see page 65.

Background of the Business Combination,
page 90

 5. We note your response to prior comment 22 and your disclosure on page 91 that in June of 2022, Bank
of America advised Revelstone that they were withdrawing as advisor and that they waive any future entitlement to $4,042,500 as deferred
underwriters’ fee. Please tell us whether Bank of America was involved in the preparation of any disclosure that is included in
the registration statement, or material underlying disclosure in the registration statement. In addition, please disclose whether Bank
of America assisted in the preparation or review of any materials reviewed by Revelstone’s board of directors or management and
whether Bank of America has withdrawn its association with those materials and notified Revelstone of such disassociation. For context,
include that there are similar circumstances in which a financial institution is named and that Bank of America’s resignation indicates
it is not willing to have the liability associated with such work in this transaction.

Response: The Company
revised the disclosure in the Amendment to address the Staff’s comment. Please see page 91.

    United States Securities and Exchange Commission

    October 23, 2023

    Page 3

 6. Please provide us with any correspondence between Bank of America and Revelstone relating to the firm’s
resignation. In addition, please provide us with the engagement letter between Revelstone and Bank of America. Please disclose any ongoing
obligations of Revelstone pursuant to the engagement letter that will survive the termination of the engagement, such as indemnification
provisions, rights of first refusal, and lockups, and discuss the impacts of those obligations on Revelstone in the registration statement.

Response: The Company
revised the disclosure in the Amendment to address the Staff’s comment. Please see page 91.

 7. Please provide us with a letter from Bank of America stating whether it agrees with the statements
made in your prospectus related to their withdrawal and, if not, stating the respects in which they do not agree. Please revise your disclosure
accordingly to reflect that you have discussed the disclosure with Bank of America and it either agrees or does not agree with the conclusions
and the risks associated with such outcome. If Bank of America does not respond, please revise your disclosure to indicate you have asked
and not received a response and disclose the risks to investors. Additionally, please indicate that Bank of America refused to discuss
the reasons for its withdrawal and forfeiture of fees, if applicable, with management. Clarify whether Bank of America performed substantially
all the work to earn its fees.

Response: The Company
revised the disclosure in the Amendment to address the Staff’s comment. Management of the Company reached out to Bank of America
and they refused to discuss the reasons for its withdrawal and forfeiture of fees. Please see page 91.

 8. Please discuss the potential impact on the transaction related to the resignation of Bank of America.

Response: The Company
revised the disclosure in the Amendment to address the Staff’s comment. Please see page 91.

Certain Material U.S. Federal Income Tax
Consequences of the Business Combination to U.S. Holders of Set Jet Common Stock, page 131

 9. We note your response to prior comment 19, and your disclosure that Snell & Wilmer L.L.P. has delivered
an opinion that the Business Combination “should” qualify as a “reorganization” within the meaning of Section
368(a) of the Code. If the opinion is subject to uncertainty, please obtain and file a revised tax opinion that explains the facts or
circumstances giving rise to the uncertainty, and provide disclosure of the possible alternative tax consequences including risk factor
and other appropriate disclosure setting forth the risks of uncertain tax treatment to investors. For guidance, refer to Staff Legal Bulletin
No. 19, Legality and Tax Opinions in Registered Offerings.

Response: The Company
revised the disclosure in the Amendment to address the Staff’s comment. Please see page 131.

    United States Securities and Exchange Commission

    October 23, 2023

    Page 4

Non-GAAP Financial Measure - Adjusted EBITDA
Loss, page 181

 10. We have read your response to prior comment 37. Refer to your disclosure on page 181 that states, “Pre-operating
costs are associated with pandemic delays in FAA certifications of aircraft and vendor delays in refurbishing and releasing aircraft for
member charters.” For each period presented, quantify for us the pre-operating costs, as follows:

 ● Costs related specifically to pandemic related delays
in FAA certifications of aircraft, and

 ● Costs related to vendor delays in refurbishing and releasing
aircraft for member charters.

Please explain
to us the nature of your vendor relationships, what specific services are provided under these vendor arrangements, and why these costs
continue to represent a significant portion of your post pandemic operating costs. For example, we note that pre-operating costs represented
approximately 6% of total operating expenses for the six months ended June 30, 2023.

On page 175 you
state, “Pre-operating costs include all expenses pertaining to chartered aircraft before they have been certified to charter members
or are generating revenue through operations. These costs include pre-revenue maintenance, conformity costs to meet regulatory requirements
and other costs incurred related to new routes and charter services.” It appears the pre-operating costs are necessary for the aircraft
to enter service, recognize charter flight revenue from charters that you arrange for your members, and are integral to your expansion
plans to enter various new markets. Absent further substantial analysis, it appears the pre-operating costs that are unrelated to the
pandemic are vital to your operations and growth strategy, and represent normal, recurring, cash operating expenses necessary to operate
your business.

Response: As stated
in the Company’s response to comment 37 of the Staff’s letter dated September 13, 2023:

“The Company considers
the pandemic and vendor factors that resulted in unusual levels of pre-operating costs to be outside the normal, recurring, cash ongoing
operating expenses necessary to operate the business. These costs were sustained for aircraft that were unable to operate and generate
revenues for extended periods of time. The regulatory and vendor delays were unusual and unexpected and outside management’s control.
Such delays are not expected to occur repeatedly or occasionally.”

The Company agrees with the
Staff that, absent unusual regulatory and vendor delays, pre-operating expenses (as described on Page 175 and noted in Staff comment above)
that are generally ongoing or recurring expenses would not be appropriate to include as part of a non-GAAP adjustment to arrive at Adjusted
EBITDA (see Question 100.01 of the Non- GAAP Financial Measures Compliance & Disclosure Interpretations, as updated December 13, 2022).
As described in more detail below, prior period costs that were reported as EBITDA adjustments related to specific events and circumstances
that were unusual and not expected to occur repeatedly or occasionally.

    United States Securities and Exchange Commission

    October 23, 2023

    Page 5

During the reported periods,
Set Jet, Inc. (“Set Jet”) experienced significant, unusual and prolonged pre-operating costs as a result of the pandemic which
significantly delayed regulatory clearance of aircraft for member use, created extended business and vendor disruptions and impaired the
supply chain in the aircraft market. While supply chain delays continue, Set Jet expects the prolonged effect of these factors to dissipate
in future periods.

The nature of Set Jet’s
vendor relationships includes payments to both aircraft owners (directly or through the operator – Maine Aviation) for charter use
of aircraft and then to the operator for reimbursement of operational costs of aircraft. These operational costs include fuel, crew, crew
training, maintenance, repairs, insurance, taxes, landing fees and a variety of miscellaneous and general operating costs. In some instances,
Set Jet pays outside vendors directly for some of these operational costs, for example, fuel and landing fees and certain routine parts
and maintenance. Due to pandemic-related crew shortages and timing uncertainties of when aircraft would become available, the operator
in most cases maintained costly crew and crew training during these unusual extended non-operating periods.

As requested by Staff in comment
10, the following schedule quantifies our estimates of pre-operating costs for each period related to (1) costs related specifically to
pandemic related delays in FAA certifications of aircraft, and (2) costs related to vendor delays in refurbishing and releasing aircraft
for member charters.

    Six Months
 Ended
    Year Ended

    June 30,
    December 31,

    2023
    2022
    2021
    FAA Delay During Charter Term

    FAA delays:

    N408SJ Charter Agreement Fees

    $ 575,199 (1)

    Jan through June 2022

    N949SJ Charter Agreement Fees

      336,238 (1)
    $ 30,000 (1)
    Late 2021 through May 2022

    Aircraft Operational Costs

      1,008,017 (3)

    Major Event

    Vendor delays and other pandemic related:

    N510SJ Charter Agreement Fees
    $ 230,389 (1)
      499,200 (1)
      35,457 (1)
    Vendor delays 2022 and 2023

    N720CH Charter Agreement Fees
      451,430 (1)
      911,490 (1)
      583,377 (1)
    Continued non use due to pandemic events

    Aircraft Operational Costs
      81,985 (2)
      3,541,230 (4)
      630,321 (4)

    $ 763,804
    $ 6,871,374
    $ 1,279,155

(1) Charter lease fees paid during period for non-revenue aircraft.

(2) Miscellaneous operating cost reimbursements to operator.
No longer responsible for major operating costs of N720CH by agreement.

(3) Operational expenses billed by operator for the two aircraft
including significant crew and crew training costs pending revenue operations.

(4) Operational expenses, even when inactive for the N720CH long
distance aircraft were significant until the agreement modified in July 2022. Operations costs billed by the operator included crew costs and training, maintenance and fees.

    United States Securities and Exchange Commission

    October 23, 2023

    Page 6

The Company believes these
costs incurred were associated with the pandemic. Set Jet’s normal arrangement with aircraft vendors is not to absorb or be liable
for operating costs prior to the aircraft being available for revenue operations. Generally, major refurbishment is paid by the owner
and made a part of the monthly charter arrangement before it commences. But, in these unforeseen instances, Set Jet was liable for operational
costs for non-revenue producing aircraft.

During the reported periods,
Set Jet did not incur any material costs as pre-operating or startup costs related to new routes and services or expansion. Although these
costs and any related short-term aircraft unavailability may occur in future periods, the Company would not expect such costs to be a
non-GAAP adjustment.

The costs for the six months