August 27, 2024

Paul B. Middleton
Chief Financial Officer
Plug Power Inc.
125 Vista Boulevard
Slingerlands, NY 12159

       Re: Plug Power Inc.
           Form 10-K for the Fiscal Year Ended December 31, 2023
           Form 10-Q for the Quarterly Period Ended June 30, 2024
           File No. 001-34392
Dear Paul B. Middleton:

       We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments.

       Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to this letter, we may have additional
comments.

Form 10-K for the Fiscal Year Ended December 31, 2023
Note 2. Summary of Significant Accounting Policies
Principles of Consolidation, page F-12

1.     Please tell us and disclose how you account for the Hidrogenii joint
venture discussed on
       page F-11. To the extent you consolidate the joint venture, as indicated
by management
       during the second quarter 2024 earnings call, explain in sufficient
detail how you have a
       controlling financial interest.

Inventory, page F-20

2.     We note from Schedule II on page 79 that your inventory reserve
significantly increased
       during fiscal 2023 with approximately $94 million charged as an expense
and only
       approximately $14 million reflected as deductions for inventory
write-offs. Please tell us
       the reasons for the significant increase in inventory charges during
fiscal 2023 as
       compared to the prior periods and clarify why there were not further
reductions to the
 August 27, 2024
Page 2

       reserve as the inventory turned. Please revise your MD&A to provide
clarity regarding the
       reasons for and impact of the charges on your results of operations. In
doing so, tell us
       where the charges are reflected on your statements of operations.

Stock-based compensation, page F-24

3.     We note that during 2021 you began issuing "performance stock option
awards that
       include a market condition." Please confirm and revise your disclosures
to clarify that you
       recognize all compensation cost for such awards if the requisite service
period is fulfilled,
       even if the market condition is never satisfied.

Note 21. Commitments and Contingencies, page F-53

4.     We note your disclosure on page F-54 that your top two customers
accounted for 34.3%
       of fiscal 2023 consolidated revenues and your top three customers
accounted for 51.2% of
       fiscal 2022 consolidated revenues. Pursuant to ASC 280-10-50-42, please
disclose within
       your footnotes, for each statement of operations presented, the total
amount of revenues
       for each customer contributing 10% or more of your consolidated
revenues.

5.     We note your disclosures in Item 3 regarding several legal proceedings
and your
       disclosure on page F-54 that you have "not recorded any accruals related
to any legal
       matters." To the extent it is reasonably possible you will incur losses
in excess of recorded
       accruals related to your contingencies, please provide the applicable
disclosures required
       by ASC 450-20-50-3 through -4, including the amount or range of
reasonably possible
       losses in excess of recorded amounts. If an estimate of reasonably
possible additional
       losses can be made and that amount, both for each individual matter and
in the aggregate,
       is not material to your consolidated financial position, results of
operations or cash flows,
       we will not object to a statement to that effect. Alternatively, if no
amount of loss in
       excess of recorded accruals is believed to be reasonably possible,
please state this in your
       disclosure. Although we recognize that there are a number of
uncertainties and potential
       outcomes associated with loss contingencies, please note that ASC 450
does not require
       estimation of a reasonably possible range of loss with precision or
certainty. Also disclose
       the nature of your individual legal proceedings within your financial
statement footnotes,
       similar to your disclosure in your most recent Form 10-Q, or tell us why
such disclosures
       are not deemed necessary.

Note 22. Segment and Geographic Area Reporting, page F-55

6.     We note the summary of your various product and service offerings
disclosed on page 7
       and that you quantify, within results of operations on page 51, revenue
changes of specific
       product offerings included in the "Sales of equipment, related
infrastructure and other"
       revenue line item. Considering the materiality of this line item to your
total revenues,
       please quantify, pursuant to ASC 280-10-50-40, the components of this
revenue category,
       such as cryogenic storage equipment and liquefiers, electrolyzers,
hydrogen infrastructure,
       fuel cell systems, and engineered oil and gas equipment. As part of your
response, ensure
       you tell us the specific revenue categories included in the information
regularly provided
 August 27, 2024
Page 3

       to your chief operating decision maker.


Form 10-Q for the Quarterly Period Ended June 30, 2024
Evaluation of Disclosure Controls and Procedures, page 60

7.     Although you disclose that management evaluated the effectiveness of
your disclosure
       controls and procedures, we note that you do not provide an
effectiveness conclusion
       pursuant to Item 307 of Regulation S-K. Please revise to disclose
management's
       conclusions regarding the effectiveness of your disclosure controls and
procedures.


       In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.

       Please contact Beverly Singleton at 202-551-3328 or Andrew Blume at
202-551-3254
with any questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of
Manufacturing