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CORRESP Filing

Oyster Enterprises II Acquisition Corp
Date: May 20, 2025 · CIK: 0002042182 · Accession: 0001213900-25-045725

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File numbers found in text: 333-286984

Date
May 20, 2025
Author
/s/ Paul Wood
Form
CORRESP
Company
Oyster Enterprises II Acquisition Corp

Letter

Re: Oyster Enterprises II Acquisition Corp

May 20, 2025

VIA EDGAR

Division of Corporation Finance

Office of Real Estate & Construction

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Registration Statement on Form S-1

Filed May 6, 2025, as amended File No. 333-286984

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"), BTIG, LLC, as the representative of the underwriters of the offering, hereby joins the request of the Company that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become effective at 4:30 p.m. ET on May 21, 2025, or as soon as thereafter practicable.

Pursuant to Rule 460 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish to advise you that, through May 20, 2025, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited to participate in the distribution of the security, as many copies, as well as "E-red" copies of the preliminary prospectus dated May 20, 2025, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We 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,
/s/ Paul Wood

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CORRESP
 1
 filename1.htm

 May 20, 2025

 VIA EDGAR

 Division of Corporation Finance

 Office of Real Estate & Construction

 United States Securities and Exchange Commission

 100 F Street, N.E.

 Washington, D.C. 20549

 Re:
 Oyster Enterprises II Acquisition Corp

 Registration Statement on Form S-1

 Filed May 6, 2025, as amended
 File No. 333-286984

 Ladies and Gentlemen:

 Pursuant to Rule 461 of the General Rules and Regulations
of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"), BTIG,
LLC, as the representative of the underwriters of the offering, hereby joins the request of the Company that the effective date of the
above-captioned Registration Statement be accelerated so as to permit it to become effective at 4:30 p.m. ET on May 21, 2025, or as soon
as thereafter practicable.

 Pursuant to Rule 460 of the General Rules and Regulations
of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish to advise you
that, through May 20, 2025, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited to participate in
the distribution of the security, as many copies, as well as "E-red" copies of the preliminary prospectus dated May 20, 2025,
as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 We 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,

 /s/ Paul Wood

 Paul Wood

 Managing Director, Co-Head of SPAC Investment Banking