Target Hospitality Corp.
9320 Lakeside Boulevard, Suite 300
The Woodlands, TX 77381
November 28, 2022
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
| Attn: | Nana McLean |
| Ruairi Regan |
| Re: | Target Hospitality Corp. |
| Registration Statement on Form S-4 (File No. 333-268474) |
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-4 (File No. 333-268474) (the “Registration Statement”) of the Company be accelerated to 4:00 p.m. on Wednesday, November 30, 2022, or as soon as practicable thereafter. The Company respectfully requests that you notify Jeffrey J. Pellegrino of such effectiveness by a telephone call to (212) 610-6463.
Please contact Jeffrey J. Pellegrino at Allen & Overy LLP at (212) 610-6463 if you have any questions concerning this matter. Thank you for your continued attention to this matter.
| Very truly yours, | |||
| TARGET HOSPITALITY CORP. | |||
| By: | /s/ Heidi D. Lewis | ||
| Name: | Heidi D. Lewis | ||
| Title: | Executive Vice President, General Counsel and Secretary | ||
cc: Jeffrey J. Pellegrino, Esq.
