CORRESP Filing
USA Rare Earth, Inc.
Date: July 1, 2025 · CIK: 0001970622 · Accession: 0001213900-25-060362
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File numbers found in text: 333-287411
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CORRESP 1 filename1.htm USA Rare Earth, Inc. 100 W Airport Road Stillwater, OK 74075 July 1, 2025 VIA EDGAR Michael Purcell and Kevin Dougherty Division of Corporation Finance Office of Energy and Transportation U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549-3233 Re: USA Rare Earth, Inc. Registration Statement on Form S-1 Filed May 20, 2025, as amended File No. 333-287411 Dear Mr. Purcell and Mr. Dougherty: Pursuant to Rule 461 of the rules and regulations promulgated under the Securities Act of 1933, as amended, USA Rare Earth, Inc. respectfully requests 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 July 2, 2025, or as soon thereafter as practicable. Please call Joel Rubinstein of White & Case LLP at (212) 819-7642 to provide notice of the effectiveness of the Registration Statement. [ Signature Page Follows ] Very truly yours, By: /s/ Joshua Ballard Name: Joshua Ballard Title: Chief Executive Officer cc: Joel Rubinstein, White & Case LLP [ Signature Page to Acceleration Request ]