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Cactus Acquisition Corp. 1 Limited

4B Cedar Brook Drive
Cranbury, NJ 08512

 

October 27, 2021

 

VIA EDGAR

 

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attention: Ronald E. Alper

 

  Re: Cactus Acquisition Corp. 1 Limited
    Registration Statement on Form S-1 (the “Registration Statement”)
    File No. 333-258042

 

Dear Mr. Alper:

 

Cactus Acquisition Corp. 1 Limited (the “Company”) hereby requests that the effective date of the Registration Statement be accelerated under Rule 461 of the Securities Act of 1933, as amended, so that it will be declared effective at 4:00 p.m. (Eastern time) on Thursday, October 28, 2021, or as soon thereafter as possible, or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, McDermott Will & Emery LLP, by calling Gary Emmanuel at (212) 547-5541 or Ze’-ev Eiger at (212) 547-5470. 

 

  Sincerely,
     
  Cactus Acquisition Corp. 1 Limited
     
  By: /s/ Ofer Gonen
  Name:  Ofer Gonen
  Title: Chief Executive Officer