CORRESP 1 filename1.htm

Kenneth C. Winterbottom IV

Phone: (410) 457-3453

Fax: (443) 637-7829

kwinterbottom@zarrenlawgroup.com

www.zarrenlawgroup.com

   

 

December 5, 2023 

Via EDGAR and Overnight Delivery

 

Securities and Exchange Commission

Division of Corporation Finance

Office of Real Estate and Construction

100 F Street, N.E.

Washington, D.C. 20549

Attention: Pearlyne Paulemon

 

In the Matter of:

Iron Horse Acquisitions Corp. (the “Company”)

Registration Statement on Form S-1, File No: 333-275076

(the “Registration Statement”)

 

Ladies and Gentlemen:

 

On behalf of our client, Iron Horse Acquisitions Corp. (the “Company”), we submit this letter in response to comments from the staff (the “Staff”) of the U.S. Securities and Exchange Commission contained in its letter dated November 15, 2023, relating to the above-referenced Registration Statement. We are concurrently submitting via EDGAR this letter and a revised draft of the Registration Statement (“Amended Registration Statement”).

 

Form S-1 filed October 19, 2023 Part II

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES, page II-3

 

1.Please revise your Exhibit 107 - Registration Fee Table to clarify when and how the registration statement fees were paid.

 

The Company respectfully acknowledges the Staff’s comments and has refiled with the Amended Registration Statement an updated version of the filing fee table required to be filed as Exhibit 107 by Item 601 of Regulation S-K.

 

Please direct any questions regarding the Company’s responses or the Amended Registration Statement to me at (410) 457-3453.

 

Sincerely,

 

Zarren Law Group, LLC

 

/s/ Kenneth C. Winterbottom IV
Kenneth C. Winterbottom IV

 

cc: Jose A. Bengochea, Chief Executive Officer, Iron Horse Acquisitions Corp.
  David J. Levine, Loeb & Loeb LLP