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CORRESP
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 NELSON MULLINS RILEY & SCARBOROUGH LLP
ATTORNEYS AND COUNSELORS
AT LAW

 Peter Strand
T: 202.689.2983
 Peter.strand@nelsonmullins.com

101 Constitution Avenue, NW
Suite 900
Washington D.C., 20001
T: 202.689.2800 F: 202.689.2860
 nelsonmullins.com

 March 14, 2025

 Division of Corporation Finance

 U.S. Securities and Exchange
Commission

 100 F Street, N.E.

 Washington, DC 20549

 Attention:
 Jennifer Angelini

 Erin Purnell

 RE:
 New Horizon Aircraft Ltd.

 Registration Statement on Form S-3

 Filed February 14, 2025

 File No. 333-285000

 Ladies and Gentlemen:

 On behalf of New Horizon Aircraft Ltd. (the " Company "),
we are hereby responding to the letter dated February 20, 2025 (the " Comment Letter ") from the staff (the " Staff ")
of the Securities and Exchange Commission (" SEC " or the " Commission "), regarding the Company's
Registration Statement on Form S-3 filed on February 14, 2025 (the " Registration Statement "). In response to the Comment
Letter and to update certain information in the Registration Statement, the Company is submitting its Amendment No. 1 to the Registration
Statement (the " Amended Registration Statement ") with the Commission today. The numbered paragraphs below correspond
to the numbered comments in the Comment Letter, and the Staff's comments are presented in bold italics.

 Form S-3 filed February 14, 2025

 General

 1. Please amend your Form 10-K for the year ended May 31, 2024 to also include an audit report that
reflects the audit of and opines on your financial statements as of and for the year ended May 31, 2023.

 Response : The Company respectfully
acknowledges the Staff's comment and advises the Staff that the Company has filed a Form 10-K/A with the SEC
to amend its Annual Report on Form 10-K for the year ended May 31, 2024, to include an audit report that reflects the audit of and opines
on the Company's financial statements as of and for the year ended May 31, 2023. Such report appears on page F-3 of the Form 10-K/A.

 2. Please revise the Experts section to additionally identify the auditor for your financial statements
as of and for the year ended May 31, 2023, and file the consent of such auditor as an exhibit to your registration statement.

 Response : The Company respectfully
acknowledges the Staff's comment and advises the Staff that it has updated the Experts section in the Amended Registration Statement
on page 33 of the base prospectus and page 14 of the sales agreement prospectus to identify the auditor for the Company's financial
statements as of and for the year ended May 31, 2023. The Company has filed the consent of such auditor as Exhibit 23.2 to the Amended
Registration Statement.

 Incorporation of Certain Information by Reference, page 34

 3. Please revise your disclosure to specifically incorporate by reference the Form 8-K filed on July
23, 2024, or tell us why you believe this is not required. Refer to Item 12(a)(2) of Form S-3.

 Response : The Company respectfully
acknowledges the Staff's comment and advises the Staff that it has revised the Amended Registration Statement on page 34 of the
base prospectus and page 15 of the sales agreement prospectus to incorporate by reference the Form 8-K filed on July 23, 2024.

 *****

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 If you have any additional questions regarding
any of our responses or the Amended Registration Statement, please do not hesitate to contact Peter Strand at (202) 689-2983.

 Very truly yours,

 /s/ E. Peter Strand

 E. Peter Strand

 cc: Brandon Robinson, Chief Executive Officer,
New Horizon Aircraft Ltd.

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