Correspondence 0001213900-24-026047 from Pheton Holdings Ltd (PTHL) (CIK 0001970544) (ITOC)
Pheton Holdings Ltd (PTHL) (CIK 0001970544)
Date: March 26, 2024 · CIK: 0001970544 · Accession: 0001213900-24-026047
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File numbers found in text: 333-274944
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CORRESP
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CATHAY SECURITIES, INC.
60-20 Woodside Avenue, Suite 211
Queens, New York 11377
March 26, 2024
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention:
Nudrat Salik
Terence O’Brien
Jessica Ansart
Lauren Nguyen
Re:
Pheton Holdings Ltd
Registration Statement on Form F-1, as amended
File No. 333-274944
Ladies and Gentlemen:
Pursuant to Rule 461 of the General Rules and Regulations
under the Securities Act of 1933, as amended (the “Act”), the undersigned underwriters hereby join in the request of Pheton
Holdings Ltd (the “Company”) that the effective date of the above-referenced Registration Statement be accelerated so as to
permit it to become effective at 4:00 p.m., Eastern Time, on March 29, 2024, or as soon thereafter as practicable, or at such other time
as the Company or its outside counsel, Hunter Taubman Fischer & Li LLC, requests by telephone that such Registration Statement be
declared effective.
Pursuant to Rule 460 of the Act, please be advised
that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the
security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of
the preliminary prospectus.
The undersigned advises that the several underwriters
have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
Very truly yours,
Cathay Securities, Inc.
as representatives of the several underwriters
By:
/s/ Xiaoyu Li
Name:
Xiaoyu Li
Title:
CEO