RPLA Replay Acquisition Corp

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES                                                                                   
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940                       

1. Name and Address of Reporting Person * SAFRA EDMOND	2. Issuer Name and Ticker or Trading Symbol Replay Acquisition Corp. [ RPLA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    __X__ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Co-Chief Executive Officer
(Last)          (First)          (Middle) C/O REPLAY ACQUISITION CORP., 767 FIFTH AVENUE, 46TH FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 10/26/2020
(Street) NEW YORK, NY 10153 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	10/26/2020		P		350000	A	(1)	2350000	I	See footnote (2)
Ordinary Shares								7097500	I	See footnote (3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
(1)	In connection with the Issuer's initial public offering, Gregorio Werthein acquired, at a price of $10.00 per unit, 500,000 units for an aggregate purchase price of $5,000,000. On October 26, 2020, Mr. Werthein transferred 350,000 of such units to EMS Opportunity Ltd. at the original purchase price, pursuant to an internal partner re-allocation. Each unit consists of one ordinary share and one-half of one warrant.
(2)	The securities are held directly by EMS Opportunity and indirectly by Edmond Safra as the general partner of EMS Capital LP, the investment manager of EMS Opportunity. Mr. Safra disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
(3)	The securities are held directly by Replay Sponsor, LLC (the "Sponsor") and indirectly by Mr. Safra and Gregorio Werthein as managers of the Sponsor. Each of Messrs. Safra and Werthein disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SAFRA EDMOND C/O REPLAY ACQUISITION CORP. 767 FIFTH AVENUE, 46TH FLOOR NEW YORK, NY 10153		X	Co-Chief Executive Officer

Signatures
/s/ Alan I. Annex, Attorney-in-Fact		10/28/2020
**Signature of Reporting Person		Date