M3-Brigade Acquisition II Corp.
1700 Broadway - 19th Floor
New York, NY 10019
March 2, 2021
VIA EDGAR
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attention: Loan Lauren Nguyen
Re: | M3-Brigade Acquisition II Corp. |
Registration Statement on Form S-1, as amended
Filed February 16, 2021
File No. 333-253132
Dear Ms. Nguyen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, M3-Brigade Acquisition II Corp. hereby requests acceleration of effectiveness of the above referenced Registration Statement so that it will become effective at 4:00 p.m. EST on March 3, 2021, or as soon thereafter as practicable.
Very truly yours, |
/s/ Mohsin Y. Meghji |
Mohsin Y. Meghji |
Chairman and Chief Executive Officer |
cc: | Ellenoff Grossman & Schole LLP |
Kirkland & Ellis LLP