Target Hospitality Corp.
2170 Buckthorne Place, Suite 440
The Woodlands, TX 77380
May 14, 2019
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
Attn: Stacie Gorman
Re: Target Hospitality Corp.
Registration Statement on Form S-3 (File No. 333-230795)
Ladies and Gentlemen:
On behalf of Target Hospitality Corp. (the “Company”), the undersigned hereby requests, pursuant to Rule 461 of Regulation C promulgated under the Securities Act of 1933, as amended, that the effective time of the Registration Statement on Form S-3 (File No. 333-230795) (the “Registration Statement”) of the Company be accelerated to 10:00 a.m. on Thursday, May 16, 2019, or as soon as practicable thereafter. The Company respectfully requests that you notify William F. Schwitter by a telephone call to (212) 610-6462 of such effectiveness.
Please contact William F. Schwitter at Allen & Overy LLP at (212) 610-6462 if you have any questions concerning this matter. Thank you for your continued attention to this matter.
| Very truly yours, | ||
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| TARGET HOSPITALITY CORP. | ||
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| By: | /s/ Heidi D. Lewis | |
| Name: | Heidi D. Lewis | |
| Title: | Executive Vice President, General Counsel & Secretary | |
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cc: | William F. Schwitter, Esq. |
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