May 11, 2011
Securities and Exchange Commission
Division of Corporate Finance
100 F St., N.E.
Washington, D.C. 20549
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Re:
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Global Eagle Acquisition Corp.
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17,500,000 Units
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Registration Statement on Form S-1
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File No. 333-172267
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Ladies and Gentlemen:
In connection with the proposed offering of the above-captioned securities, we wish to advise you that we, as a representative of the underwriters, hereby join with Global Eagle Acquisition Corp.’s request that the effective date of the above-captioned Registration Statement be accelerated so that the same will become effective on May 12, 2011 at 2:00 p.m., Eastern Standard Time or as soon as practicable thereafter.
The following is supplemental information supplied under Rule 418(a)(7) and Rule 460 under the Securities Act of 1933:
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(i)
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Date of preliminary prospectus: April 22, 2011
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(ii)
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Approximate dates of distribution: April 25, 2011 – May 12, 2011
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(iii)
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Number of prospective underwriters and dealers to whom the preliminary prospectus was furnished: 3
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(iv)
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Number of prospectuses so distributed: 5,589
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(v)
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Compliance with Rule 15c2-8 under the Securities Exchange Act of 1934: Included in Master Agreement Among Underwriters of Citigroup Global Markets Inc.
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Very truly yours,
Citigroup Global Markets Inc.
/s/ Eric W. Wooley
Eric W. Wooley
Director