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                              November 4, 2022

       Verender Badial
       Chief Financial Officer
       JATT Acquisition Corp
       c/o Maples Corporate Services Limited
       PO Box 309, Ugland House
       Grand Cayman, KY1-1104, Cayman Islands

                                                        Re: JATT Acquisition
Corp
                                                            Amendment No. 2 to
Registration Statement on Form S-4
                                                            Filed on October
25, 2022
                                                            File No. 333-267005

       Dear Verender Badial:

             We have reviewed your amended registration statement and have the
following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.
Unless we note
       otherwise, our references to prior comments are to comments in our
October 4, 2022 letter.

       Amendment No. 2 to Registration Statement on Form S-4 filed October 25,
2022

       Material U.S. Federal Income Tax Consequences, page 162

   1.                                                   We note you have
included a "short-form" tax opinion as Exhibit 8.1 to the Registration
                                                        Statement. As stated in
Section III.B.2 of Staff Legal Bulletin No. 19 (CF), if a registrant
                                                        elects to use a
short-form opinion, the Exhibit 8 short-form opinion and the tax disclosure
                                                        in the prospectus both
must state clearly that the disclosure in the tax consequences
                                                        section of the
prospectus is the opinion of the named counsel or accountant, and that
                                                        disclosure must clearly
identify and articulate the opinion being rendered. Please revise
                                                        the Material U.S.
Federal Income Tax Consequences section of the Prospectus to clearly
                                                        state that the
disclosure in the tax consequences section is the opinion of named counsel.
 Verender Badial
FirstName LastNameVerender    Badial
JATT Acquisition  Corp
Comapany 4,
November  NameJATT
             2022      Acquisition Corp
November
Page 2    4, 2022 Page 2
FirstName LastName
         Additionally, please ensure that the Prospectus disclosure clearly
identifies and articulates
         the opinion being rendered with respect to each material tax
consequence being opined
         upon. For example, we note that the discussion of whether the Business
Combination
         qualifies as a "reorganization" within the meaning of Section 368 of
the Code states that it
         is "intended to qualify" as such without expressing an opinion.
Likewise, the discussion of
         the redemption of JATT Class A Ordinary Shares for cash states that
the tax treatment
         "will depend on whether the redemption qualifies as a sale or exchange
of the JATT
         Class A Ordinary Shares under Section 302 of the Code or is treated as
a corporate
         distribution under Section 301 of the Code" without expressing an
opinion on the
         applicable tax treatment. If the opinion provided is subject to
uncertainty, please (1)
         provide an opinion that reflects the degree of uncertainty (e.g., a
"should" or "more likely
         than not" opinion) and explain the facts or circumstances giving rise
thereto, and (2) add
         risk factor and/or other appropriate disclosure setting forth the
risks of
         uncertain tax treatment to investors. Finally, we note that the final
paragraph on page 174
         of the Prospectus states that the U.S. federal income tax discussion
set forth above "is
         included for general information only." Please revise or remove this
statement as investors
         are entitled to rely on the opinion expressed in the tax opinion and
it may not be provided
         for informational purposes only.
License Agreements
Lonza Agreement, page 220

2.       We re-issue previous comment 9 from our September 2, 2022 letter.
Please revise your
         description of the Lonza License Agreement to include a complete
description of each
         parties' material rights and obligations, including:
             a description of the "number of factors" that will determine the
consideration to be
              paid to Lonza other than whether the Company enters into further
agreements with
              Lonza;
             the amount of any upfront or execution payments received or paid;
             the aggregate amounts paid or received to date under the
agreement, if any;
             the aggregate amounts of any future potential milestone payments
to be paid or
              received; and
             the royalties and royalty term.

       You may contact Christie Wong at 202-551-3684 or Lynn Dicker at
202-551-3616 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Conlon Danberg at 202-551-4466 or Celeste Murphy at 202-551-3257 with
any other
questions.



                                                               Sincerely,

                                                               Division of
Corporation Finance
 Verender Badial
JATT Acquisition Corp
November 4, 2022
FirstName
Page 3         LastNameVerender Badial
Comapany NameJATT Acquisition Corp
                                         Office of Life Sciences
November 4, 2022 Page 3
cc:       Giovanni Caruso, Esq.
FirstName LastName