Citigroup Global Markets Inc.
388 Greenwich Street
New York, NY 10013
Barclays Capital Inc.
745 7th Avenue
New York, NY 10019
March 18, 2021
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Re: | ArcLight Clean Transition Corp. II |
Registration Statement on Form S-1 (File No. 333-252730)
Request for Acceleration of Effective Date
Dear 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 join in the request of ArcLight Clean Transition Corp. II 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 Monday, March 22, 2021, or as soon thereafter as practicable.
Pursuant to Rule 460 of the General Rules and Regulations under the Act, the undersigned advises that approximately 500 copies of the Preliminary Prospectus dated March 8, 2021 are expected to be distributed to prospective underwriters and dealers, institutional investors, retail investors and others.
The undersigned advise that they have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature Page Follows]
| Sincerely, | ||
| CITIGROUP GLOBAL MARKETS INC. | ||
| By: | /s/ Aaron Bloch | |
| Name: Aaron Bloch | ||
| Title: Vice President | ||
[Signature Page to Underwriter’s Acceleration Request Letter]
| Sincerely, | ||
| BARCLAYS CAPITAL INC. | ||
| By: | /s/ Victoria Hale | |
| Name: Victoria Hale | ||
| Title: Authorized Signatory | ||
[Signature Page to Underwriter’s Acceleration Request Letter]