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                             October 27, 2023

       John C. Backus, Jr.
       Chief Executive Officer
       PROOF Acquisition Corp I
       11911 Freedom Drive, Suite 1080
       Reston, VA 20190

                                                        Re: PROOF Acquisition
Corp I
                                                            Amendment No. 2 to
Registration Statement on Form S-4
                                                            Filed October 20,
2023
                                                            File No. 333-274082

       Dear John C. Backus:

                                                        We have reviewed your
amended registration statement and have the following comment.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe a comment applies to your
facts and circumstances
       or do not believe an amendment is appropriate, please tell us why in
your response.

              After reviewing any amendment to your registration statement and
the information you
       provide in response to this letter, we may have additional comments.
Unless we note otherwise,
       any references to prior comments are to comments in our October 13, 2023
letter.

       Amendmend No. 2 to Registration Statement on Form S-4 filed October 20,
2023

       Financial Statements for Volato Inc.
       For the Year Ended December 31, 2022
       Note 2 Summary of Significant Accounting Policies
       Revenue Recognition, page F-36

   1.                                                   We note your response
to prior comment 13 and reissue the comment in part. In the
                                                        revised revenue
recognition policy, you indicate that "...Occasionally, we offer credits to
                                                        customers of our Volato
Insider and Stretch Card agreements in excess of the cash deposit
                                                        received as an
incentive offering. These credits are non-refundable and are recorded as a
                                                        contract liability
until they are either used or expired. ..." However,
                                                        you continue to
disclose on page 135 that "....Insider deposit customers have preferred
                                                        access for charter
requests over general charter, and the program is fully refundable for
                                                        any unused balances..."
Additionally on page 135, you disclose that "[u]nused balances
                                                        may be refunded at any
time..." related to the Volato Stretch Jet Card. Please revise to
 John C. Backus, Jr.
PROOF Acquisition Corp I
October 27, 2023
Page 2
      reconcile or remove the inconsistent disclosures on page 135.
       Please contact Joanna Lam at 202-551-3476 or Shannon Buskirk at
202-551-3717 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Cheryl Brown at 202-551-3905 or Kevin Dougherty at 202-551-3271 with
any other
questions.



                                                          Sincerely,
FirstName LastNameJohn C. Backus, Jr.
                                                          Division of
Corporation Finance
Comapany NamePROOF Acquisition Corp I
                                                          Office of Energy &
Transportation
October 27, 2023 Page 2
cc:       Scott D. Fisher, Esq.
FirstName LastName