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                                                              August 2, 2024

Howard Lutnick
Chief Executive Officer
Cantor Equity Partners, Inc.
110 East 59th Street
New York, NY 10022

        Re: Cantor Equity Partners, Inc.
            Amendment No. 1 to
            Registration Statement on Form S-1
            Filed July 26, 2024
            File No. 333-280230
Dear Howard Lutnick:

     We have reviewed your amended registration statement and have the
following
comments.

       Please respond to this letter by amending your registration statement
and providing the
requested information. If you do not believe a comment applies 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 this letter, we may have additional comments.

Amended Registration Statement on Form S-1 filed July 26, 2024
Our Business Combination Process, page 7

1.      Please state the basis for your statement that you do not believe that
the fiduciary duties or
        contractual obligations of your officers or directors will materially
affect your ability to
        complete a business combination.
Exhibits

2.      We note the name change on June 25, 2024. Please file the revised
Memorandum and
        Articles of Association reflecting the name change.
 August 2, 2024
Page 2

       Please contact Jeffrey Lewis at 202-551-6216 or Kristina Marrone at
202-551-3429 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Catherine De Lorenzo at 202-551-3772 or Pam Howell at 202-551-3357 with
any other
questions.



                                                         Sincerely,

                                                         Division of
Corporation Finance
                                                         Office of Real Estate
& Construction
cc:   Steven Mermelstein, Esq.
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