Correspondence 0001213900-24-060553 from M3-Brigade Acquisition V Corp. (MBAV, MBAVU) (CIK 0002016072) (MBAV)
M3-Brigade Acquisition V Corp. (MBAV, MBAVU) (CIK 0002016072)
Date: July 10, 2024 · CIK: 0002016072 · Accession: 0001213900-24-060553
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File numbers found in text: 333-279951
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CORRESP
1
filename1.htm
M3-BRIGADE
ACQUISITION V CORP.
1700 Broadway
19th
Floor
New York, New York 10019
July
10, 2024
VIA
EDGAR
Division
of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attention:
Stacie Gorman and Ruairi Regan
Re: M3-Brigade Acquisition V Corp.
Registration Statement on Form S-1
Filed June 5, 2024, as amended
File
No. 333-279951
Dear Ladies and Gentlemen:
Pursuant
to Rule 461 promulgated under the Securities Act of 1933, as amended, we hereby respectfully request that the effective date of the above-referenced
Registration Statement on Form S-1 (the “Registration Statement”) of M3-Brigade Acquisition V Corp. (the “Company”)
be accelerated to 4:00 p.m. Eastern Time on July 15, 2024, or as soon thereafter as may be practicable.
We
understand that the Staff will consider this request as confirmation by the Company of its awareness of its responsibilities under the
federal securities laws as they relate to the issuance of the securities covered by the Registration Statement. If you have any questions
regarding the foregoing, please contact Raphael M. Russo of Paul, Weiss, Rifkind, Wharton & Garrison LLP at (212) 373-3309.
*
* * * *
Very truly yours,
By:
/s/ Eric Greenhaus
Name:
Eric Greenhaus
Title:
Chief Financial Officer
[Signature
Page to Acceleration Request—M3-Brigade Acquisition V Corp.]