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                             September 27, 2022

       Michael Davidson
       President
       NewAmsterdam Pharma Company B.V.
       Gooimeer 2-35
       1411 DC Naarden
       The Netherlands

                                                        Re: NewAmsterdam Pharma
Company B.V.
                                                            Amendment No. 1 to
Registration Statement on Form F-4
                                                            Filed September 13,
2022
                                                            File No. 333-266510

       Dear Mr. Davidson:

             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
August 31, 2022 letter.

       Amendment No. 1 to Registration Statement on Form F-4

       Questions and Answers for Shareholders of FLAC
       What are the U.S. federal income tax consequences to me of the Merger?,
page 25

   1.                                                   We note your revisions
in response to prior comment 3 that counsel expresses no
                                                        opinion as to whether
the Merger qualifies as a reorganization within the meaning of
                                                        Section 368(a) of the
Code. However, you still state in the registration statement that the
                                                        parties to the Merger
intend for the Merger to qualify as a reorganization within the
                                                        meaning of Section 368
of the Code. As such, your disclosure makes representations as to
                                                        probable material tax
consequences. Please note that your tax opinion may be conditioned
                                                        or may be qualified by
any facts that are unknown and that give rise to doubt regarding the
 Michael Davidson
FirstName LastNameMichael Davidson
NewAmsterdam    Pharma Company B.V.
Comapany 27,
September NameNewAmsterdam
              2022            Pharma Company B.V.
September
Page 2    27, 2022 Page 2
FirstName LastName
         conclusion, so long as such conditions and qualifications are
adequately described in the
         filing. See Item 601(b)(8) of Regulation S-K. Whenever there is
significant doubt about
         the tax consequences of the transaction, it is permissible for the tax
opinion to use
            should    or "more likely than not" rather than    will,    but
counsel providing the opinion
         must explain why it cannot give a    will    opinion and describe the
degree of uncertainty in
         the opinion. Please refer to Section III.C.4 of Staff Legal Bulletin
No. 19 (Oct. 14, 2011).
         Please revise your disclosure here and throughout the prospectus
accordingly. If you are
         unable to revise the tax opinion because there is significant
uncertainty relating to the
         conclusion, then revise to focus your disclosure on the possibility
that the merger is likely
         to be a taxable event for U.S. holders and explain why.
Summary of This Proxy Statement/Prospectus
The FLAC Board's Reasons for the Business Combination, page 47

2.       We note your revisions in response to prior comment 5. Please refrain
from
         characterizing the results of your trials and limit the discussion to
the objective clinical
         data, such as the endpoints and whether they were met. Accordingly,
please remove the
         reference to "encouraging" clinical data in this section and elsewhere
in the
         prospectus. Please also revise to remove the references throughout the
prospectus
         to obicetrapib's potential to be a "first-in-class" once-daily oral
CETP inhibitor. We will
         not object to disclosure that you do not know of any other companies
who are developing
         low-dose, once-daily oral CETP inhibitors for LDL-lowering, if
accurate.
The Business Combination
Background of the Business Combination, page 169

3.       We note your revisions in response to prior comment 12. Please revise
further to more
         clearly describe the calculations performed by FLAC converting
NewAmsterdam's Series
         A valuation of    267.7 million into a pre-money equity valuation of
$367.25 million.
         Please also revise to disclose whether FLAC's management team and
board of directors
         conducted or reviewed financial analysis in addition to NewAmsterdam's
Series A
         valuation before proposing a pre-money equity valuation of $367.25
million. If so, please
         describe this review.
Business of NewAmsterdam Pharma and Certain Information about NewAmsterdam
Pharma
Overview, page 259

4.       Please revise your pipeline table on page 260 to remove the yellow
arrow for ezetimibe
         FDC Phase 3 since it appears that you have yet to commence the pilot
bioequivalence
         study which must be done prior to commencing the Phase 3 efficacy and
safety study.
         The pipeline table should reflect the current status of your programs.
Our Management Team and Investors, page 261

5.       Please revise to limit the disclosure of specific investors in this
section to those identified
 Michael Davidson
NewAmsterdam Pharma Company B.V.
September 27, 2022
Page 3
      in the Beneficial Ownership table on page 371.
Obicetrapib for Cardiovascular Disease, page 269

6.    Please revise the discussion of the REVEAL Phase 3 study of anacetrapib
to provide the
      year when it was conducted and the year when the follow-up was completed.
Please also
      revise the last three sentences in the last paragraph on page 270 to
remove the predictions
      regarding the anticipated results of your PREVAIL trial. These statements
appear to imply
      an expectation that your product candidate will demonstrate clinical
efficacy.
Management of Holdco Following the Business Combination
Executive Director, page 348

7.    Please revise to indicate the time period during which Dr. Davidson
served as the chief
      executive officer and chief medical officer of Corvidia Therapeutics and
Ms. Audet served
      as a Principal at Novartis Venture Fund. Please also revise to indicate
the time period
      during which Ms. Gugucheva was employed by Scorpion Therapeutics, Inc.,
Northern
      Biologics Inc. and IFM Therapeutics, LLC.
Beneficial Ownership of Holdco Securities, page 370

8.    Please revise your disclosure to identify the natural person or persons
who have voting
      and investment control of the shares held by Stichting
Administratiekantoor
      NewAmsterdam Pharma.
       You may contact Julie Sherman at 202-551-3640 or Angela Connell at
202-551-3426 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Ada D. Sarmento at 202-551-3798 or Alan Campbell at 202-551-4224 with
any other
questions.



                                                           Sincerely,
FirstName LastNameMichael Davidson
                                                           Division of
Corporation Finance
Comapany NameNewAmsterdam Pharma Company B.V.
                                                           Office of Life
Sciences
September 27, 2022 Page 3
cc:       Kerry S. Burke, Esq.
FirstName LastName