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CORRESP
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CORRESP

 Goodwin Procter LLP

 100 Northern
Avenue

 Boston, MA 02210

goodwinlaw.com

 +1 617 570 1000

 May 12, 2023

 Office of
Industrial Applications and Services

 Division of Corporation Finance

United States Securities and Exchange Commission

 100 F Street,
N.E.

 Washington, D.C. 20549

 Attention: Benjamin Richie and
Lauren Nguyen

Re:
 Allurion Technologies Holdings, Inc.

Draft Registration Statement on Form S-4

Submitted February 14, 2023

CIK No. 0001964979

 Ladies and
Gentlemen,

 This letter is submitted on behalf of Allurion Technologies Holdings, Inc. (the “Company”) in response to the comments of the
staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission with respect to the Company’s Draft Registration Statement on Form S-4 submitted on
February 14, 2023 (the “Draft Registration Statement”), as set forth in your letter dated March 13, 2023 addressed to Shantanu Gaur, Chief Executive Officer of the Company (the “Comment Letter”). The
Company is concurrently publicly filing a revised Registration Statement (the “Registration Statement”), which includes changes that reflect responses to the Staff’s comments. The Registration Statement also contains
certain additional updates and revisions.

 For reference purposes, the text of the Comment Letter has been reproduced herein with responses below each
numbered comment. For your convenience, we have italicized the reproduced Staff comments from the Comment Letter. Unless otherwise indicated, page references in the descriptions of the Staff’s comments refer to the Draft Registration Statement,
and page references in the responses refer to the Registration Statement. All capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Draft Registration Statement.

The responses provided herein are based upon information provided to Goodwin Procter LLP by the Company. In addition to submitting this letter via EDGAR, we
are sending this letter and the Registration Statement (marked to show changes from the Draft Registration Statement) via email.

 Draft
Registration Statement on Form S-4, submitted February 14, 2023

 Question: What Are The Risks For Any
Public Warrant Holders Post Business Combination?, page 21

1.
 Revise this Question & Answer to quantify the value of warrants, based on recent
trading prices, that may be retained by redeeming stockholders assuming maximum redemptions and identify any material resulting risks.

Response: The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on page 36 of the Registration Statement
accordingly.

 Division of Corporation Finance

Office of Industrial Applications and Services

 United States
Securities and Exchange Commission

 May 12, 2023

  Page
 2

 Question: What Are The Material Differences, If Any, In The Terms And Price Of Securities Issued,
page 23

2.
 Please revise to disclose the approximate number of shares that the PIPE Investors will purchase at a
discount to the market price in the PIPE Investment.

 Response: The Company respectfully acknowledges the Staff’s comment
and has revised the disclosure on pages 38-39 of the Registration Statement accordingly.

 Questions & Answers About the Business
Combination and Special Meeting, page 23

3.
 Revise to include a Question & Answer to disclose that under the terms of the Revenue
Interest Financing Agreement, Allurion will be required to make additional payments within thirty days of December 31, 2027 in an amount equal to 100% of the Investment Amount less the aggregate amount of all of the payments by Allurion in
respect of the revenue interests made to RTW prior to such date, if RTW has not received revenue interest payments equal to 100% of the Investment Amount by December 31, 2027. In your discussion, also describe the RTW Side Letter
and Additional Revenue Interest Financing Agreement.

 Response: The Company respectfully acknowledges the Staff’s comment
and has revised the disclosure on pages 27-28 of the Registration Statement accordingly.

 Question: What Are the U.S. Federal Income Tax Consequences
of the CPUH Merger?, page 24

4.
 We note your disclosure that it is intended that the CPUH Merger will constitute a reorganization within the
meaning of Section 368(a)(1)(F) of the Code and that holders of Compute Health Class A Common Stock or warrants will generally not recognize gain or loss upon the exchange of such securities for New Allurion
Common Stock or warrants. As a result, it appears that tax consequences may be material to shareholders. Please revise your disclosures to identify tax counsel and file a related opinion or provide us with an analysis explaining why it is not
necessary to do so. For guidance, refer to Item 601(b)(8) of Regulation S-K and Section III of Staff Legal Bulletin 19 (October 14, 2011).

Response: The Company respectfully acknowledges the Staff’s comment and advises that it has filed the referenced tax opinion as Exhibit 8.1 to the
Registration Statement, and also revised page 40 of the Registration Statement and the disclosure in the section titled “U.S. Federal Income Tax Considerations for Holders of Compute Health Class A Common Stock” accordingly in
connection with such filing.

 We expect to incur losses for the foreseeable future, and our ability to achieve and maintain profitability
depends on the commercial success, page 66

 Division of Corporation Finance

Office of Industrial Applications and Services

 United States
Securities and Exchange Commission

 May 12, 2023

  Page
 3

5.
 Please revise the second paragraph by clarifying that your products have not been approved through the
regulatory process yet in the United States.

 Response: The Company respectfully acknowledges the Staff’s comment and has
revised the disclosure on page 89 of the Registration Statement accordingly.

 We do not expect that health care providers or patients will receive
third-party reimbursement..., page 68

6.
 We note your risk factor indicating that inflation, the conflict in Ukraine, and COVID-19 could potentially impact demand for your products and, thus, your profit margins. Please update your risk factors if recent pressures have materially impacted your operations. In this regard, identify the
types of economic pressures you are facing and how your business has been affected.

 Response: The Company respectfully
acknowledges the Staff’s comment and advises the Staff that recent pressures have not materially impacted the Company’s operations. However, in response to the Staff’s comment, the Company has revised the disclosure on page 91 of the
Registration Statement to describe how such pressures may impact the Company’s distributors, which may potentially indirectly impact the Company.

Sales of shares of New Allurion Common Stock following the completion of the Mergers may cause the market price, page 111

7.
 Revise to provide clear and quantified disclosure about the portion of the combined company’s total
outstanding shares that may be sold into the market following the Business Combination. Identify each set of investors that will have certain registration rights and specify the number of securities they will be able to sell pursuant to future
resale registration statements that the combined company will be required to file.

 Highlight that certain
investors may have an incentive to sell even if the trading price at that time is below Compute Health’s IPO price.

 Response: The Company
respectfully acknowledges the Staff’s comment and has revised the disclosure on page 135 of the Registration Statement accordingly.

 Some of
Compute Health’s officers and directors may have conflicts of interest, page 112

8.
 We note the disclosure on page 260 that Compute Health’s sponsor, officers and directors, or any of
their respective affiliates, will be reimbursed for any out-of-pocket expenses incurred in connection with activities on its behalf and that there is no cap or ceiling
on the reimbursement of out-of-pocket expenses incurred by such persons in connection with activities on Compute Health’s behalf. Revise the risk factor to disclose
the approximate out-of-pocket expenses subject to reimbursement in connection with this Business Combination and related transactions.

Response: The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on pages 137-138 of the Registration Statement
accordingly.

 Division of Corporation Finance

Office of Industrial Applications and Services

 United States
Securities and Exchange Commission

 May 12, 2023

  Page
 4

 Pre-existing relationships between participants in the Business
Combination and the related transactions or their affiliates, page 113

9.
 Revise to enhance your disclosure by describing the pre-existing
relationships between the participants in the Business Combination and the related transactions or their affiliates.

Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that, other than as disclosed on pages 138-139 and under
the Background of the Business Combination section of the Registration Statement, neither Compute Health’s sponsor nor its affiliates have any pre-existing relationships with the Company or its affiliates
prior to the completion of the Business Combination.

 In connection with the Business Combination, the Sponsor, or Compute Health’s Initial
Stockholders, directors...officers...may elect, page 118

10.
 We note that in connection with the stockholder vote to approve the Business Combination, the Sponsor,
directors, officers or their respective affiliates may privately negotiate transactions to purchase shares from stockholders and that the purpose of any such purchases of shares would be to vote such shares in favor of the Business Combination and
thereby increase the likelihood of obtaining stockholder approval of the Business Combination. Please provide your analysis on how such purchases comply with Rule 14e-5. See Tender Offers and Schedules
Compliance and Disclosure Interpretation Question 166.01.

 Response: The Company respectfully acknowledges the Staff’s
comment and has revised the disclosure on pages 145-146 of the Registration Statement accordingly. The parties further acknowledge that any transactions in efforts to increase the likelihood that the business combination will be consummated will
comply with Rule 14e-5. While none of the Sponsor, Compute Health’s directors, officers and/or their respective affiliates have any current intention to enter into such transactions, the Company will file
a Current Report on Form 8-K to disclose entry into any such transaction.

 Background to the Business
Combination, page 149

11.
 We note that the Compute Health management team “evaluated approximately 35 potential business
combination targets and entered into non-disclosure agreements with six potential targets” and then, subsequently, “entered into non-binding indications of
interest with two potential business combination targets, including Allurion.” Please revise your disclosure to provide additional detail regarding the process of eliminating potential targets and the factors considered in the determination to
progress with certain potential targets.

 Response: The Company respectfully acknowledges the Staff’s comment and has
revised the disclosure on page 179 of the Registration Statement to provide additional detail regarding Compute Health’s process of eliminating potential business combination targets and the factors Compute Health considered in the
determination to progress with certain potential targets.

 Division of Corporation Finance

Office of Industrial Applications and Services

 United States
Securities and Exchange Commission

 May 12, 2023

  Page
 5

12.
 We note that Jean Nehme and Krishna Gupta had met prior to the October 2021 discussions of Allurion as a
potential target for Compute Health’s initial business combination. Please revise to provide additional information regarding the relationship between Messrs. Nehme and Gupta prior to the initial engagement discussions and, to the extent
necessary, update your disclosure elsewhere or add relevant risk factors to include such information.

 Response: The Company
respectfully acknowledges the Staff’s comment and has revised the disclosure on page 179 of the Registration Statement to provide additional information regarding Dr. Nehmé’s relationship with Mr. Gupta and to clarify that
Dr. Nehmé and Mr. Gupta do not have a personal relationship, nor do they have a financial or business relationship beyond the potential business combination between Compute Health and Allurion.

13.
 We note that in early 2022, Allurion was engaged in discussions with another SPAC and, because of that,
discussions with Compute Health temporarily ceased but then were re- initiated two months later. Please revise to disclose the reasons why on March 18, 2022, Dr. Gaur and
Mr. Ishrak reengaged discussions regarding a potential business combination between Allurion and Compute Health.

Response: The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on page 180 of the Registration Statement
accordingly. As disclosed on page 180 of the Registration Statement, on January 14, 2022, the Company entered in a non-binding letter of intent that included an exclusive negotiation period. Following the
expiration of the exclusive negotiate period, the Company reengaged with Compute Health.

14.
 On page 153, you state that the parties have faced challenges in securing financing commitments for the
proposed business combination. Please provide additional detail regarding these challenges, the reasons for such challenges and how the parties have resolved them.

Response: The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on pages 182-183 of the Registration Statement
accordingly.

15.
 We note the disclosure that on April 11, 2022, Mr. Ishrak and a
representative of Medtronic discussed potential collaboration opportunities between Medtronic and Allurion in connection with the potential business combination. Revise to clarify whether Mr. Ishrak introduced Medtronic to
Allurion due to his pre-existing relationship with Medtronic.

 Response: The Company
respectfully acknowledges the Staff’s comment and advises the Staff that Mr. Ishrak introduced Medtronic to Allurion due to Medtronic being an existing investor in Compute Health and the anticipated synergistic collaboration between
Medtronic, as an investor in Compute Health, and Allurion, as the target company of Compute Health. In addition, the Company respectfully advises the Staff that it has revised the disclosure on page 180 of the Registration Statement in response to
the Staff’s comment in order to clarify that the introduction was made due to Medtronic’s status as an investor in Compute Health.

 Division of Corporation Finance

Office of Industrial Applications and Services

 United States
Securities and Exchange Commission

 May 12, 2023

  Page
 6

16.
 We note disclosure that on November 15, 2022, the underwriter in the IPO waived any
entitlement it may have to any deferred underwriting commissions in connection with the IPO, which amount is disclosed as approximately $30 million. Revise to describe the reasons why such commissions were waived and disclose
whether consideration was exchanged for such waiver. Also include risk factor disclosure, as appropriate.

 Response: The
Company respectfully acknowledges the Staff’s comment and has revised the disclosure on page 184 of the Registration Statement accordingly.

 The
Compute Health Board’s Reasons for Approval of the Business Combination, page 160

17.
 We note, in your bullet point regarding Allurion’s Superior Customer Experience and Growing Patient
Base, that Allurion “anti