Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
Credit Suisse Securities (USA) LLC
Eleven Madison Avenue
New York, New York 10010-3629
May 17, 2013
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Attn: | Jeffrey Riedler |
| Jennifer Riegel |
| Re: | Portola Pharmaceuticals, Inc. |
| Registration Statement on Form S-1 |
| Registration File No. 333-187901 |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933 (the “Act”), we, as representatives of the several Underwriters, hereby join in the request of Portola Pharmaceuticals, Inc. (the “Company”) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:00 PM Eastern Time on May 21, 2013, or as soon thereafter as practicable.
Pursuant to Rule 460 under the Act, we, as representatives of the several Underwriters, wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus dated May 7, 2013:
| (i) | Dates of distribution: May 7, 2013 through the date hereof |
| (ii) | Number of prospective underwriters to which the preliminary prospectus was furnished: 5 |
| (iii) | Number of prospectuses furnished to investors: approximately 3,807 |
| (iv) | Number of prospectuses distributed to others, including the Company, the Company’s counsel, independent accountants, and underwriters’ counsel: approximately 275 |
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.
| Very truly yours, | ||||
MORGAN STANLEY & CO. LLC CREDIT SUISSE SECURITIES (USA) LLC
Acting severally on behalf of themselves and the several Underwriters | ||||
| By: | MORGAN STANLEY & CO. LLC | |||
| By: | /s/ Ken Pott | |||
| Name: | Ken Pott | |||
| Title: | Managing Director | |||
| By: | CREDIT SUISSE SECURITIES (USA) LLC | |||
| By: | /s/ Charles W. Newton | |||
| Name: | Charles W. Newton | |||
| Title: | Managing Director | |||
[Signature Page to Underwriters’ Acceleration Request]
