0001493152-22-018152.txt : 20220802 0001493152-22-018152.hdr.sgml : 20220802 20220629192117 ACCESSION NUMBER: 0001493152-22-018152 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AST SpaceMobile, Inc. CENTRAL INDEX KEY: 0001780312 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 6500 RIVERPLACE BOULEVARD CITY: AUSTIN STATE: TX ZIP: 78730 BUSINESS PHONE: 9179694834 MAIL ADDRESS: STREET 1: 6500 RIVERPLACE BOULEVARD CITY: AUSTIN STATE: TX ZIP: 78730 FORMER COMPANY: FORMER CONFORMED NAME: New Providence Acquisition Corp. DATE OF NAME CHANGE: 20190620 CORRESP 1 filename1.htm

AST SpaceMobile, Inc.

Midland International Air & Space Port

2019 Enterprise Lane

Midland, Texas 79706

June 29, 2022

VIA EDGAR

U.S. Securities and Exchange Commission,

Division of Corporation Finance,

100 F. Street, N.E.,

Washington, D.C. 20549-7010.

	Re:	AST SpaceMobile, Inc.
		Registration Statement on Form S-3
		File No. 333-264783
		Request for Acceleration of Effective Date

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, AST SpaceMobile, Inc. (the “Company”) hereby requests that the Securities and Exchange Commission (the “Commission”) accelerate the effective date of the above-referenced Registration Statement on Form S-3 (the “Registration Statement”), and declare the Registration Statement effective as of 4:00 PM, Eastern Daylight Time, on July 1, 2022, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Sullivan & Cromwell LLP, requests by telephone that such Registration Statement be declared effective.

It would be appreciated if, as soon as the Registration Statement is declared effective, you would so inform Jared M. Fishman at Sullivan & Cromwell LLP at (212) 558-1689 or by email (fishmanj@sullcrom.com).

	Very truly yours,

	AST SpaceMobile, Inc.

	By:	/s/ Sean R. Wallace
	Name:	Sean R. Wallace
	Title:	Chief Financial Officer

cc:	Brian Heller, Executive Vice President, General Counsel and Secretary, AST SpaceMobile, Inc.
	Jared M. Fishman, Sullivan & Cromwell LLP