Goldman Sachs & Co. LLC
200 West Street
New York, New York 10282
Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
Cowen and Company, LLC
599 Lexington Avenue
New York, New York 10022
October 20, 2020
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
100 F Street, N.E.
Washington, D.C. 20549
Attention: Courtney Lindsay and Celeste Murphy
Re: | Foghorn Therapeutics Inc. |
Registration Statement on Form S-1
File No. 333-249264
Acceleration Request
Requested Date: Thursday, October 22, 2020
Requested Time: 4:30 P.M. Eastern Time
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the Act), we, as representatives of the several underwriters, hereby join in the request of Foghorn Therapeutics Inc. (the Company) for acceleration of the effective date of the above-referenced Registration Statement, requesting effectiveness as of 4:30 P.M. Eastern Time, on October 22, 2020, or at such later time as the Company or its outside counsel, Ropes & Gray LLP, may request via telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission.
Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the securities, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.
We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature page follows]
Very truly yours,
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Goldman Sachs & Co. LLC
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By: | /s/ Goldman Sachs & Co. LLC | |
Name: Mairin Rooney | ||
Title: Managing Director |
Morgan Stanley & Co. LLC
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By: | /s/ Chirag D. Surti | |
Name: Chirag D. Surti | ||
Title: Vice President |
Cowen and Company, LLC
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By: | /s/ Bill Follis | |
Name: Bill Follis | ||
Title: Managing Director |