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

May 24, 2017

VIA EDGAR

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-0409

Attention: Ivan Griswold

RE: Upland Software, Inc.

Registration Statement on Form S-3

File No. 333-217977

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 4:30 p.m., Eastern Time, on May 26, 2017, 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 541-580-9612.

			Very truly yours,
			Upland Software, Inc.
		By:	/s/ Michael D. Hill
			Michael D. Hill
			Chief Financial Officer
cc:	John T. McDonald
	Steven M. Tyndall