TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo July 6, 2021 John J. Allen Chief Executive Officer Proterra Inc 1815 Rollins Road Burlingame, California 94010 Re: Proterra Inc Registation Statement on Form S-1 Filed June 29, 2021 File No. 333-257496 Dear Mr. Allen: 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 Thomas Jones at 202-551-3602 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing cc: Dawn H. Belt