TRINE II ACQUISITION CORP.
228 Park Avenue S., Ste 63482
New York, New York 10003
November 1, 2021
VIA EDGAR
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attention: Scott Anderegg
| Re: | Trine II Acquisition Corp. Registration Statement on Form S-1 Filed February 18, 2021, as amended |
File No. 333-253232
Dear Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, we hereby respectfully request that the effective date of the above-referenced Registration Statement on Form S-1 (the “Registration Statement”) of Trine II Acquisition Corp. (the “Company”) be accelerated to 4:00 p.m. Eastern Time on November 2, 2021, or as soon thereafter as may be practicable.
We understand that the Staff will consider this request as confirmation by the Company of its awareness of its responsibilities under the federal securities laws as they relate to the issuance of the securities covered by the Registration Statement. If you have any questions regarding the foregoing, please contact Raphael M. Russo of Paul, Weiss, Rifkind, Wharton & Garrison LLP at (212) 373-3309.
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| Very truly yours, |
| |
| By: | /s/ Pierre M. Henry |
| | Name: | Pierre M. Henry |
| | Title: | Chief Executive Officer |
[Signature Page to Acceleration Request—Trine II Acquisition Corp.]