June 2, 2025

Eduardo Couto
Chief Financial Officer
Eve Holding, Inc.
1400 General Aviation Drive
Melbourne, Florida 32925

       Re: Eve Holding, Inc.
           Draft Registration Statement on Form S-3
           File No. 377-08000
           Filed May 12, 2025
Dear Eduardo Couto:

       We have conducted a limited review of your draft registration statement
and have the
following comment(s).

        Please respond to this letter by providing any requested information
and by publicly
filing your registration statement and non-public draft submission on EDGAR. 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 the information you provide in response to this letter
and your filed
registration statement, we may have additional comments.

Draft Registration Statement on Form S-3
General

1.     It appears that you seek the register the primary offering of common
stock that will be
       issuable upon conversion of debt that is not yet outstanding. Please
explain how you
       are eligible to use Form S-3 for this aspect of your transaction in
light of the
       requirement in General Instruction I.B.4 that the convertible security
be outstanding at
       the time of registration.
2.     Please explain why the resale transaction of shares held by Embraer
Aircraft
       Holding, Inc. should not be designated as an indirect primary offering
by or behalf of
       the registrant. Refer generally to Question 612.09 of our Securities Act
Rules
       Compliance and Disclosure Interpretations.
 June 2, 2025
Page 2

        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.

       We also remind you that your registration statement must be on file at
least two
business days prior to the requested effective date and time. 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.

       Please contact Tom Jones at 202-551-36012 or Jay Ingram at 202-551-3397
with any
other questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of
Manufacturing