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May 24, 2024
Vincent Browne
Chief Executive Officer
Alternus Clean Energy, Inc.
360 Kingsley Park Drive, Suite 250
Fort Mill, SC 29715
Re:Alternus Clean Energy, Inc.
Registration Statement on Form S-1
Filed April 29, 2024
File No. 333-278994
Dear Vincent Browne:
            We have conducted a limited review of your registration statement and have the
following comment(s).
            Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments.
Registration Statement on Form S-1 filed April 29, 2024
General
1.Please revise your disclosure to reflect applicable corresponding revisions made in
response to our comment letters dated February 15, 2024 and May 24, 2024 regarding
your Form S-1 (333-276630) initially filed on January 19, 2024.

 FirstName LastNameVincent Browne
 Comapany NameAlternus Clean Energy, Inc.
 May 24, 2024 Page 2
 FirstName LastName
Vincent Browne
Alternus Clean Energy, Inc.
May 24, 2024
Page 2
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Liz Packebusch, Staff Attorney, at 202-551-8749 or Irene Barberena-
Meissner, Staff Attorney, at 202-551-6548 with any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:       Ross David Carmel, Esq.