December 18, 2015
VIA EDGAR
| Re: | Talen Energy Supply, LLC |
| Registration Statement on Form S-4 |
| File No. 333-208392 |
SECURITIESAND EXCHANGE COMMISSION
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Talen Energy Supply, LLC (the “Registrant”) hereby requests that the effective date of the above-referenced Registration Statement be accelerated so that it may become effective at 12:00 p.m., Washington, D.C. time, on December 22, 2015, or as soon as possible thereafter or at such later time as the Registrant or its counsel may orally request via telephone call to the staff of the Securities and Exchange Commission (the “Commission”).
Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Simpson Thacher & Bartlett LLP, by calling Andrew R. Keller at 212-455-3577.
The Registrant acknowledges that:
| • | should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
| • | the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| • | the Registrant may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
[Signature Page Follows]
| Very truly yours, | ||||
| TALEN ENERGY SUPPLY, LLC | ||||
| By: | /s/ Russell R. Clelland | |||
| Name: | Russell R. Clelland | |||
| Title: | Vice President - Treasurer | |||
[Signature Page – Acceleration Request]
