Vision Sensing Acquisition Corp.
Suite 500, 78 SW 7th Street
Miami, Florida 33130
VIA EDGAR
October 28, 2021
U.S. Securities & Exchange Commission
Division of Corporation Finance
Office of Real Estate & Construction
100 F Street, NE
Washington, D.C. 20549
Attn: Austin Wood
Re: | Vision Sensing Acquisition Corp. |
| Registration Statement on Form S-1 |
| Filed September 24, 2021, as amended |
| File No. 333-259766 |
Dear Mr. Wood:
Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Vision Sensing Acquisition Corp. hereby requests that effectiveness of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m. Eastern Time on October 29, 2021, or as soon thereafter as practicable.
| Very truly yours, |
| |
| /s/ George Peter Sobek |
| George Peter Sobek |
| Chairman and Chief Executive Officer |
cc: | | Reed Smith LLP |
| | Ballard Spahr LLP |