CORRESP 1 filename1.htm CORRESP

September 10, 2021

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Todd Schiffman and Justin Dobbie

Re:    Sierra Lake Acquisition Corp.

Registration Statement on Form S-1

Filed August 31, 2021

File No. 333-253479

Dear Messrs. Schiffman and Dobbie:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), the undersigned hereby joins in the request of Sierra Lake Acquisition Corp. 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. Eastern Daylight Time on September 14, 2021, or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and Regulations under the Act, the undersigned wishes to advise you that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

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.

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[Signature Page Follows]


Very truly yours,
CANTOR FITZGERALD & CO.
By:   /s/ DAVID BATALION
  Name: David Batalion
  Title: Managing Director, Investment Banking

[Signature Page to UW Acceleration Request]