TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo September 22, 2023 Andrew Hughes General Counsel AEye, Inc. One Park Place, Suite 200 Dublin, CA 94568 Re: AEye, Inc. Registration Statement on Form S-3 Filed on September 15, 2023 File No. 333-274546 Dear Andrew Hughes: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. 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 Sarah Sidwell at 202-551-4733 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing cc: Christopher Forrester