Upland Software, Inc.
401 Congress Avenue, Suite 1850
Austin, Texas 78701

January 28, 2019

VIA EDGAR

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-0409

Attention:     Edwin Kim, Attorney-Advisor

Jan Woo, Legal Branch Chief

RE: Upland Software, Inc.

Registration Statement on Form S-3

File No. 333-228767

Request for Acceleration of Effectiveness

Ladies and Gentlemen:

Pursuant to Rule 461 of the Securities Act of 1933, as amended, Upland Software, Inc. (the “Company”) hereby requests that the effective date of the above-captioned registration statement on Form S-3 (the “Registration Statement”), be accelerated to 4:00 p.m., Eastern Time, on January 31, 2019, or as soon thereafter as may be practicable.

Thank you for your assistance in this matter. Should you have any questions, please call Steven Tyndall of Pillsbury Winthrop Shaw Pittman LLP at 512-580-9612.

Very truly yours,

Upland Software, Inc.

By:	/s/ Kin Gill
	Kin Gill
	SVP, General Counsel

cc:     John T. McDonald

Michael D. Hill

Steven M. Tyndall