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                              November 2, 2020

       Steven H. Rosen
       Co-Chief Executive Officer
       Zanite Acquisition Corp.
       25101 Chagrin Boulevard
       Suite 350
       Cleveland, OH 44122

                                                        Re: Zanite Acquisition
Corp.
                                                            Registration
Statement on Form S-1
                                                            Filed October 22,
2020
                                                            File No. 333-249618

       Dear Mr. Rosen:

              We have reviewed your 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.

       Registration Statement on Form S-1 Filed October 22, 2020

       Risk Factors
       Provisions in our amended and restated certificate of incorporation and
Delaware law may have
       the effect of discouraging lawsuits, page 58

   1.                                                   You state here and on
page 130 that the Court of Chancery and the federal district court
                                                        for the District of
Delaware shall have concurrent jurisdiction. Please reconcile this
                                                        statement with your
additional disclosure on page 130 that "the federal courts shall be the
                                                        exclusive forum for the
resolution of any complaint asserting a cause of action arising
                                                        under the Securities
Act against us or any of our directors, officers, other employees or
                                                        agents."
 Steven H. Rosen
Zanite Acquisition Corp.
November 2, 2020
Page 2
Management
Senior Advisor, page 103

2.    We note that Mr. Sugar will serve as senior advisor and that you
currently expect him to
      assist you in sourcing and negotiating with potential business
combination targets,
      although he has no written advisory agreement with you. We further note
disclosure on
      page 80 that you may pay a finder's fee for identifying an initial
business combination but
      "[i]n no event, however, will [y]our sponsor or any of [y]our existing
officers or directors,
      or any entity with which they are affiliated, be paid any finder   s fee,
consulting fee or
      other compensation by the company prior to, or for any services they
render in order to
      effectuate, the completion of our initial business combination
(regardless of the type of
      transaction that it is)." As it relates to your senior advisor, please
disclose whether you
      intend to pay any consulting fees or other compensation to Mr. Sugar.
        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.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

        You may contact Diane Fritz, Staff Accountant, at (202) 551-3331 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 Anuja A. Majmudar,
Attorney-Advisor,
at (202) 551-3844 or Loan Lauren Nguyen, Legal Branch Chief, at (202) 551-3642,
with any
other questions.



                                                            Sincerely,
FirstName LastNameSteven H. Rosen
                                                            Division of
Corporation Finance
Comapany NameZanite Acquisition Corp.
                                                            Office of Energy &
Transportation
November 2, 2020 Page 2
cc:       Daniel E. Nussen
FirstName LastName