TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo July 6, 2021 Yuanmei Ma Chief Financial Officer Fortune Rise Acquisition Corp 48 Bridge Street, Building A Metuchen, New Jersey 08840 Re: Fortune Rise Acquisition Corp Amendment No. 1 to Form S-1 Filed June 25, 2021 File No. 333-256511 Dear Ms. Ma: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies 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 our comment, we may have additional comments. Amendment No. 1 to Form S-1 filed June 25, 2021 Cover Page 1. In the third paragraph, disclose, if true, that shareholders will not vote on any extension and will not have redemption rights prior to any extension. Yuanmei Ma FirstName LastNameYuanmei Fortune Rise Acquisition Corp Ma Comapany July 6, 2021NameFortune Rise Acquisition Corp July 6,2 2021 Page 2 Page FirstName LastName You may contact Michael Volley at 202-551-3437 or Amit Pande at 202-551-3423 if you have questions regarding comments on the financial statements and related matters. Please contact Todd Schiffman at 202-551-3491 or Sandra Hunter Berkheimer at 202-551-3758 with any other questions. Sincerely, Division of Corporation Finance Office of Finance