Upland Software, Inc.
401 Congress Avenue, Suite 1850
Austin, Texas 78701
August 31, 2017
VIA EDGAR
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549-0409
Attention: Ji Shin
RE: | Upland Software, Inc. |
| Registration Statement on Form S-3 |
| File No. 333-220190 |
| Request for Acceleration of Effectiveness |
Ladies and Gentlemen:
Pursuant to Rule 461 of the Securities Act of 1933, as amended, Upland Software, Inc. (the “Company”) hereby requests that the effective date of the above-captioned registration statement on Form S-3 (the “Registration Statement”), be accelerated to 4:00 p.m., Eastern Time, on August 31, 2017, or as soon thereafter as may be practicable.
Thank you for your assistance in this matter. Should you have any questions, please call Steven Tyndall of Pillsbury Winthrop Shaw Pittman LLP at 512-580-9612.
| Very truly yours, | ||
|
| ||
| Upland Software, Inc. | ||
|
| ||
|
| ||
| By: | /s/ Michael D. Hill | |
|
| Michael D. Hill | |
|
| Chief Financial Officer | |
|
| ||
cc: | John T. McDonald |
| |
| Steven M. Tyndall |
| |
|
| ||
