Goldman, Sachs & Co.
200 West Street
New York, New York 10282
Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
November 17, 2011
Securities and Exchange Commission
Division of Corporate Finance
100 F. Street, N.E.
Washington D.C. 20549
Attention: Matthew Crispino
Re: | Fusion-io, Inc. (the“Registrant”) | |
Registration Statement on Form S-1 | ||
File No. – 333-177832 |
Dear Ladies and Gentleman:
In connection with the above-captioned Registration Statement, we wish to advise that between November 16, 2011 and the date hereof 2,268 copies of the Preliminary Prospectus dated November 16, 2011 were distributed as follows: 1,892 to prospective underwriters/dealers; 206 to institutional investors; and 170 to others.
Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned hereby join in the request of the Registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:00 p.m. Eastern Time on November 21, 2011 or as soon thereafter as practicable.
[Signature Page Follows]
Securities and Exchange Commission
Page 2
Very truly yours, | ||
GOLDMAN, SACHS & CO. MORGAN STANLEY & CO. LLC | ||
Acting on behalf of themselves and as the Representatives of the several Underwriters. | ||
By: | GOLDMAN, SACHS & CO. | |
By: | /s/ Goldman, Sachs & Co. | |
Goldman, Sachs & Co. |
By: | MORGAN STANLEY & CO. LLC | |||
By: | /s/Cynthia Gaylor | |||
Name: | Cynthia Gaylor | |||
Title: | Managing Director |
[Signature Page to Underwriter Acceleration Request]