RCF Acquisition Corp.
1400 Sixteenth Street
Denver, Colorado 80202
November 5, 2021
VIA EDGAR
Liz Packebusch
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: | RCF Acquisition Corp. |
| Registration Statement on Form S-1 |
| Filed October 25, 2021 |
| File No. 333-260462 |
Dear Ms. Packebusch:
Pursuant to Rule 461 of the rules and regulations promulgated under the Securities Act of 1933, as amended, RCF Acquisition Corp. respectfully requests 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. Washington D.C. time on November 9, 2021, or as soon thereafter as practicable.
Please call Elliott Smith of White & Case LLP at (212) 819-7644 to provide notice of the effectiveness of the Registration Statement.
[Signature Page Follows]
| Very truly yours, |
| | |
| RCF ACQUISITION CORP. |
| | |
| By: | /s/ Sunny S. Shah |
| Name: | Sunny S. Shah |
| Title: | Chief Executive Officer and Director |
| cc: | Elliott Smith, White & Case LLP |
[Signature Page to Acceleration Request]