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United States securities and exchange commission logo
July 13, 2021
Brian Kabot
Chief Executive Officer
Stable Road Acquisition Corp.
1345 Abbot Kinney Blvd.
Venice, CA 90291
Re: Stable Road
Acquisition Corp.
Amendment No. 4 to
Registration Statement on Form S-4
Filed July 12, 2021
File No. 333-249787
Dear Mr. Kabot:
We have reviewed your registration statement and have the
following comments. In
some of our comments, we may ask you to provide us with information so
we may better
understand your disclosure.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply to your
facts and
circumstances or do not believe an amendment is appropriate, please tell
us why in your
response.
After reviewing any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Form S-4/A filed July 12, 2021
National Security Agreement, page 28
1. Refer to the fourth
point in your response to comment 3. Please provide examples to
illustrate the
instances where conflicts could arise. Please ensure that your revised
disclosure makes clear
what duties arise out of the NSA for all directors as compared to
only the Security
Director.
Brian Kabot
FirstName
Stable RoadLastNameBrian Kabot
Acquisition Corp.
Comapany
July NameStable Road Acquisition Corp.
13, 2021
July 13,
Page 2 2021 Page 2
FirstName LastName
Exhibits
2. We note your response to comment 24. Please file the National Security
Agreement as an
exhibit. Refer to Items 601(b)(4) and (b)(10). If there are provisions
of the agreement that
you believe should remain confidential, please follow our procedures
for the filing of a
Confidential Treatment Application or the rules and procedures for
filing redacted
exhibits.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.
You may contact Melissa Gilmore at 202-551-3777 or Mark Rakip at
202-551-3573 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Jay Ingram at 202-551-3397 with any other questions.
Sincerely,
Division of
Corporation Finance
Office of
Manufacturing
cc: Douglas Gessner