November 2, 2021
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Austin Pattan
Re: 7 Acquisition Corporation
Registration Statement on Form S-1
File No. 333-260368
Ladies and Gentlemen:
Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), the undersigned hereby joins in the request of 7 Acquisition Corporation (the “Company”) that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m., Eastern Time, on November 4, 2021, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Kirkland & Ellis LLP, request by telephone that such Registration Statement be declared effective.
Pursuant to Rule 460 of the General Rules and Regulations under the 1933 Act, the undersigned advise that approximately 2,250 copies of the Preliminary Prospectus dated October 28, 2021, are expected to be distributed to prospective underwriters and dealers, institutional investors, retail investors and others.
The undersigned advises that the underwriter has complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
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[Signature Page Follows]
| Very truly yours, |
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| GOLDMAN SACHS & CO. LLC |
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| By: | /s/ Olympia McNerney |
| Name: | Olympia McNerney |
| Title: | Managing Director |
[Signature Page to Underwriter’s Acceleration Request Letter]