United States securities and exchange commission logo
October 20, 2020
Adrian Gottschalk
Chief Executive Officer
Foghorn Therapeutics Inc.
500 Technology Square, Suite 700
Cambridge, MA 02142
Re: Foghorn
Therapeutics Inc.
Amendment 1 to
Registration
Statement on Form S-1
Filed October 19,
2020
File No. 333-249264
Dear Mr. Gottschalk :
We have reviewed your amended registration statement and have
the following
comment. Please respond to this letter by amending your registration
statement and providing
the requested information. If you do not believe our 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 these comments, we may have additional comments.
Amendment 1 to Form S-1
Exhibits
1. Please have counsel
revise its legal opinion to cover the number of shares being offered on
this registration
statement.
Adrian Gottschalk
Foghorn Therapeutics Inc.
October 20, 2020
Page 2
You may contact Eric Atallah at (202) 551-3663 or Jeanne Baker at (202)
551-3691 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Courtney Lindsay at (202) 551-7237 or Celeste Murphy at (202) 551-3257
with any
other questions.
FirstName LastNameAdrian Gottschalk Sincerely,
Comapany NameFoghorn Therapeutics Inc.
Division of
Corporation Finance
October 20, 2020 Page 2 Office of Life
Sciences
FirstName LastName
