Counter Press Acquisition Corporation
1981 Marcus Avenue, Suite 227
Lake Success, NY 11042
February 4, 2022
VIA EMAIL AND EDGAR
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attention: Peter McPhun
Office of Real Estate & Construction
RE: | Counter Press Acquisition Corporation (the “Registrant”) |
| Registration Statement on Form S-1 |
| File No. 333-261788 |
Dear Mr. McPhun:
In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned respectfully requests that the U.S. Securities and Exchange Commission (the “Commission”) take appropriate action to cause the above-referenced Registration Statement on Form S-1 to become effective on Tuesday, February 8, 2022, at 4:00 p.m., Eastern Time, or as soon thereafter as is practicable or at such later time as the Registrant may orally request via telephone call to the staff of the Commission. The Registrant hereby authorizes William N. Haddad of Venable LLP, counsel to the Registrant, to make such request on its behalf.
Once the Registration Statement has been declared effective, we respectfully request that we be notified of such effectiveness by a telephone call to William N. Haddad of Venable LLP, counsel to the Registrant, at (212) 503-9812 and that such effectiveness also be confirmed in writing.
[Signature Page Follows]
| Very truly yours, |
| |
| Counter Press Acquisition Corporation |
| | |
| By: | /s/ Paul Conway |
| Name: | Paul Conway |
| Title: | Chief Executive Officer |
cc: | William N. Haddad, Venable LLP |
| Anthony Ain, Ellenoff Grossman & Schole LLP |
[Company Signature Page to Acceleration Request]