December 30, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F St. Street, NE
Washington, D.C. 20549
Re:
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Heartland Media Acquisition Corp.
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Registration Statement on Form S-1
File No. 333-261374
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), the undersigned hereby join in the request of Heartland Media Acquisition Corp. (the “Registrant”) for acceleration of the effectiveness of
the registration statement on Form S-1, as amended (File No. 333-261374) (the “Registration Statement”), to 5:00 p.m., Eastern Time, on January 4, 2022 or as soon as practicable thereafter.
Pursuant to Rule 460 of the General Rules and Regulations under the Act, the undersigned advise that approximately 460 copies of the Preliminary Prospectus dated November 24, 2021 are expected to be distributed to
prospective underwriters and dealers, institutional investors, retail investors and others.
Each of 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.
BOFA SECURITIES, INC.
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By:
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/s/ Michael Liloia
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Authorized Signatory
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MOELIS & COMPANY LLC
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By:
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/s/ Steven Halperin
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Authorized Signatory
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[Signature Page to Underwriters’ Acceleration Request Letter]