Credit Suisse Securities (USA) LLC
Eleven Madison Avenue
New York, NY 10010-3629
Morgan Stanley & Co. Incorporated
1585 Broadway
New York, NY 10036
Goldman, Sachs & Co.
200 West Street
New York, NY 10282
Deutsche Bank Securities Inc.
60 Wall Street
New York, NY 10005
October 25, 2010
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Catherine Brown
Re: First Wind Holdings Inc.
Registration Statement on Form S-1
Registration File No. 333-152671
Ladies and Gentlemen:
In accordance with Rule 461 of the Securities Act of 1933, as amended (the “Act”), we hereby join in the request of First Wind Holdings Inc. (the “Company”) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:00 p.m. (Washington, D.C. time) on October 27, 2010, or as soon thereafter as practicable.
Pursuant to Rule 460 under the Act, we wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus issued October 21, 2010 through the date hereof:
| | No. of Copies | |
Prospective Underwriters | | 4,061 | |
Institutions | | 4,369 | |
Others | | 90 | |
Total | | 8,520 | |
We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
| Very truly yours, |
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| CREDIT SUISSE SECURITIES (USA) LLC |
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| By: | /s/ Jean-Pierre Boudrias |
| | Name: | Jean-Pierre Boudrias |
| | Title: | Director |
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| MORGAN STANLEY & CO. INCORPORATED |
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| By: | /s/ Jon Redmond |
| | Name: | Jon Redmond |
| | Title: | Executive Director |
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| GOLDMAN, SACHS & CO. |
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| By: | /s/ Goldman, Sachs & Co. |
| | Goldman, Sachs & Co. |
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| DEUTSCHE BANK SECURITIES INC. |
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| By: | /s/ Peter Skantze |
| | Name: | Peter Skantze |
| | Title: | Director |
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| By: | /s/ Michael Friezo |
| | Name: | Michael Friezo |
| | Title: | Managing Director and Head of ECM, Americas |
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