TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo October 25, 2022 Andrew Hughes General Counsel AEye, Inc. One Park Place, Suite 200 Dublin, CA 94568 Re: AEye, Inc. Registration Statement on Form S-3 Filed on October 19, 2022 File No. 333-267937 Dear Andrew Hughes: 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 Bradley Ecker at (202) 551-4985 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing