United States securities and exchange commission logo November 8, 2021 Michael Zarlenga General Counsel PROOF Acquisition Corp I 11911 Freedom Drive Suite 1080 Reston, VA 20190 Re: PROOF Acquisition Corp I Amendment No. 1 to Confidential Draft Registration Statement on Form S-1 Submitted on October 15, 2021 CIK No. 0001853070 Dear Mr. Zarlenga: We have reviewed your amended draft 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 providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. 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 the information you provide in response to these comments and your amended draft registration statement or filed registration statement, we may have additional comments. Amendment to Draft Registration Statement on Form S-1 Financial Statements Report of Independent Registered Public Accounting Firm, page F-2 1. We note your independent accountant's report refers to the company as Proof Acquisition Corp in the opinion paragraph of the report. Please revise to have your auditor reference the full name of the company, Proof Acquisition Corp I. You may contact Heather Clark at (202) 551-3624 or Jean Yu at (202) 551-3305 if you have questions regarding comments on the financial statements and related matters. Please contact Geoff Kruczek at (202) 551-3641 or Jay Ingram, Legal Branch Chief, at (202) 551-3397 Michael Zarlenga PROOF Acquisition Corp I November 8, 2021 Page 2 with any other questions. Sincerely, FirstName LastNameMichael Zarlenga Division of Corporation Finance Comapany NamePROOF Acquisition Corp I Office of Manufacturing November 8, 2021 Page 2 cc: Scott Fisher FirstName LastName