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                           February 18, 2022

       Sanjay Patel
       Chief Executive Officer
       Apollo Strategic Growth Capital
       9 West 57th Street 43rd Floor
       New York, NY 10019

                                                        Re: Apollo Strategic
Growth Capital
                                                            Amendment No. 1 to
Registration Statement on Form S-4
                                                            Filed February 4,
2022
                                                            File No. 333-261820

       Dear Mr. Patel:

             We have reviewed your amended registration statement and have the
following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your
       response.

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.
Unless we note
       otherwise, our references to prior comments are to comments in our
January 18, 2022 letter.

       Amendment No. 1 of Registration Statement on Form S-4

       Summary , page 36

   1.                                                   We note your response
to prior comment 4. Please revise to also identify ownership
                                                        percentages of the
different security holder groups under the maximum redemption
                                                        scenario.
       Market Price, Ticker Symbol and Dividend Information
       Dividend Policy, page 61

   2.                                                   We note you disclose
that you currently expect to adopt a dividend policy pursuant to
                                                        which you would pay a
dividend on the Domesticated Acquiror Class A Common Stock
                                                        in the amount of any
excess cash balances from your tax distributions to the owners of
 Sanjay Patel
FirstName  LastNameSanjay  Patel
Apollo Strategic Growth Capital
Comapany18,
February   NameApollo
             2022      Strategic Growth Capital
February
Page 2 18, 2022 Page 2
FirstName LastName
         OpCo A Ordinary Shares and OpCo B Ordinary Shares in order to maintain
the intended
         economic relationship between the shares of the Domesticated Acquiror
Class A Common
         Stock and the OpCo B Ordinary Shares. We further note you disclose
that your ability to
         pay dividends is limited by the Senior Secured Credit Agreement.
Please revise your
         disclosure here and elsewhere as appropriate to describe the
limitations in your Senior
         Secured Credit Agreement on the payment of dividends.
Background to the Business Combination, page 175

3.       We note your revised disclosure in response to prior comment 17 that
in determining the
         proposed Pre-Money Equity Value for GBT, APSG, with the assistance of
its outside
         financial advisors, analyzed key comparable publicly-traded companies
and precedent
         transactions and applied an investor-friendly discount to the implied
valuations thereof.
         Please expand your disclosure to summarize these analyses and and
explain how these
         analyses were applied to determine the proposed Pre-Money Equity Value
for GBT of
         $3.83 billion to $4.33 billion. In addition, disclose the
investor-friendly discount rate that
         was applied to the valuations implied by these analyses and explain
how the discount rate
         was determined and deemed to be appropriate.
4.       We note your revised disclosure in response to prior comment 21
identifies the members
         of management or representatives of APSG, GBT, and Sponsor who
participated in the
         referenced meetings and discussions generally. Please revise to
identify which of these
         individuals specifically participated in the referenced meeting and
discussions.
Projected Financial Information, page 194

5.       The revised disclosure provided in response to prior comment 24 states
that the
         assumption of an approximate 70% recovery in industry Total
Transaction Value in 2023
         was, in GBT management's view, a reasonable estimate based on its
business and
         professional judgment. Please revise your disclosure further to better
explain the basis for
         management's judgment. In addition, consistent with our prior comment,
provide
         information regarding the expected recovery in industry Total
Transaction Value in 2022.
6.       You disclose that management's assumption of an approximate 70%
recovery in industry
         Total Transaction Value in 2023 is more conservative than certain
industry projections,
         including those set forth on page 13 of Exhibit 99.3 to the Current
Report on Form 8-K
         filed by APSG on December 3, 2021. Please tell us how management
considered the
         referenced other projections and advise what consideration you have
given to including
         these projections which you refer to in your prospectus, including any
material
         assumptions, to provide context for the comparative statement.
7.       We note the revisions made in response to prior comment 25, but it
does not appear that
         you have clarified what is meant by "other future prospects of GBT."
Please revise your
         disclosure accordingly.
 Sanjay Patel
FirstName  LastNameSanjay  Patel
Apollo Strategic Growth Capital
Comapany18,
February   NameApollo
             2022      Strategic Growth Capital
February
Page 3 18, 2022 Page 3
FirstName LastName
Opinion of the Financial Advisor to APSG, page 203

8.       Your revised disclosure on page 209 states that Houlihan Lokey has
taken into account its
         experiences and professional judgment in applying the discount rates
and perpetuity
         growth rates used to perform a discounted cash flow analysis. Further
expand your
         disclosure to describe the basis for these assumptions, including any
quantitative
         information.
9.       We note your response to prior comment 30 and reissue the comment.
Please explain
         why Houlihan Lokey selected and applied the same range of 9.0x to
11.0x to GBT's
         FY 2019 Adjusted EBITDA and FY 2023E Adjusted EBITDA even though the
selected
         companies analysis yielded a 2019 EV to Adjusted EBITDA low/high range
of 6.3x to
         34.9x and a 2023 EV to Adjusted EBITDA low/high range of 5.1x to
13.6x.
Unaudited Pro Forma Condensed Combined Financial Information
Note 3. Unaudited pro forma condensed combined balance sheet adjustments
related to Business
Combination, page 254

10.      We note your revised disclosure in response to prior comment 36 states
that the
         preliminary fair value of the Sponsor Earn-Out Shares was determined
utilizing a Monte
         Carlo simulation analysis. Further expand your disclosure to provide
additional
         information regarding any material assumptions underlying this
valuation.
GBT's Management's Discussion and Analysis of Financial Condition and Results
of Operations
Key Operating and Financial Metrics
Non-GAAP Financial Measures, page 302

11.      In the response to prior comment 43, you state that government
subsidies are a contra-
         expense which offsets the payroll costs associated with employees whom
GBT continued
         to pay throughout the COVID-19 pandemic, but would have been
terminated absent
         government support. Tell us how you considered Question 100.03 of the
Compliance
         & Disclosure Interpretations regarding Non-GAAP Financial Measures as
it appears that
         the adjustment in your non-GAAP reconciliation for restructuring
charges incurred in
         2020 related to employee terminations to mitigate the impact of the
COVID-19 pandemic.
General

12.      We note your revisions in response to prior comment 49 and reissue the
comment in
         part. Please provide disclosure of the impact of each significant
source of dilution,
         including the amount of equity held by founders, convertible
securities, including warrants
         retained by redeeming shareholders, at each of the redemption levels
detailed in your
         analysis, including any needed assumptions.
 Sanjay Patel
Apollo Strategic Growth Capital
February 18, 2022
Page 4

        You may contact Wei Lu, Staff Accountant, at 202-551-3725 or Ethan
Horowitz,
Accounting Branch Chief, at 202-551-3311 if you have questions regarding
comments on the
financial statements and related matters. Please contact Irene
Barberena-Meissner, Staff
Attorney, at 202-551-6548 or Loan Lauren Nguyen, Legal Branch Chief, at
202-551-3642 with
any other questions.



                                                        Sincerely,
FirstName LastNameSanjay Patel
                                                        Division of Corporation
Finance
Comapany NameApollo Strategic Growth Capital
                                                        Office of Energy &
Transportation
February 18, 2022 Page 4
cc:       Ross A. Fieldston, Esq.
FirstName LastName