January 15, 2021

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Re:	Queen’s Gambit Growth Capital
	Registration Statement on Form S-1
	Filed January 14, 2021, as amended
	File No. 333-251790

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), the undersigned, for themselves and the several underwriters, hereby join in the request of Queen’s Gambit Growth Capital that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m. Washington D.C. time on January 19, 2021, or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and Regulations under the Act, the undersigned advises that approximately 400 copies of the Preliminary Prospectus dated January 14, 2021 are expected to be distributed to prospective underwriters and dealers, institutional investors, retail investors and others.

The undersigned advises that it has complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

* * *

[Signature page follows]

Very truly yours,
BARCLAYS CAPITAL INC.
as Representative of the Several Underwriters
BARCLAYS CAPITAL INC.
By:	/s/ Victoria Hale
	Name:  Victoria Hale
	Title:    Authorized Signatory

[Signature Page – Acceleration Request]