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CORRESP Filing

StandardAero, Inc.
Date: May 20, 2025 · CIK: 0002025410 · Accession: 0001193125-25-123103

Offering / Registration Process

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File numbers found in text: 333-287398

Date
May 20, 2025
Author
STANLEY & CO. LLC
Form
CORRESP
Company
StandardAero, Inc.

Letter

May 20, 2025 Via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: StandardAero, Inc. Registration Statement on Form S-1 Filed May 19, 2025 (File No. 333-287398) Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of StandardAero, Inc. (the “Company”) for acceleration of the effective date of the above-referenced Registration Statement, requesting effectiveness as of 5:00 p.m., Eastern Time, on May 21, 2025, or as soon as practicable thereafter, or at such later time as the Company or its outside counsel, Latham & Watkins LLP, may request via telephone call to the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission. Pursuant to Rule 460 under the Act, please be advised that we, as representatives of the several underwriters, will take reasonable steps to secure adequate distribution of the preliminary prospectus to prospective underwriters, dealers, institutional investors, and others prior to the requested effective time of the Registration Statement. We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended. [ Signature Pages Follow ]

Very truly yours,
J.P. MORGAN SECURITIES LLC MORGAN
STANLEY & CO. LLC

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CORRESP
 1
 filename1.htm

 CORRESP

 May 20, 2025
 Via EDGAR Securities and Exchange Commission
 Division of Corporation Finance 100 F Street, N.E.
 Washington, D.C. 20549 Re: StandardAero, Inc.
 Registration Statement on Form S-1
 Filed May 19, 2025 (File No. 333-287398)
 Ladies and Gentlemen: Pursuant to Rule 461
under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of StandardAero, Inc. (the “Company”) for acceleration of the effective date of the
above-referenced Registration Statement, requesting effectiveness as of 5:00 p.m., Eastern Time, on May 21, 2025, or as soon as practicable thereafter, or at such later time as the Company or its outside counsel, Latham & Watkins LLP,
may request via telephone call to the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.
 Pursuant to Rule 460 under the Act, please be advised that we, as representatives of the several underwriters, will take reasonable steps to
secure adequate distribution of the preliminary prospectus to prospective underwriters, dealers, institutional investors, and others prior to the requested effective time of the Registration Statement.
 We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the
participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
 [ Signature Pages Follow ]

 Very truly yours,

 J.P. MORGAN SECURITIES LLC MORGAN
STANLEY & CO. LLC

 As the representatives of the several underwriters

 J.P. MORGAN SECURITIES LLC

 By:

 /s/ Arun Kumarathas

 Name: Arun Kumarathas

 Title: Vice President

 MORGAN STANLEY & CO. LLC

 By:

 /s/ Usman S. Khan

 Name: Usman S. Khan

 Title: Managing Director
 [Underwriters’ Acceleration Request]