TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo May 31, 2022 Brent Wahl Chief Financial Officer NextDecade Corporation 1000 Louisiana Street Suite 3900 Houston, TX 77002 Re: NextDecade Corporation Registration Statement on Form S-1 Filed May 20, 2022 File No. 333-265115 Dear Mr. Wahl: 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 Arthur Tornabene-Zalas at (202) 551-3162 or Laura Nicholson, Special Counsel, at (202) 551-3584 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc: Coleman Wombwell, Esq.