October 9, 2012
Via EDGAR and Facsimile (202) 772-9220
United States Securities and Exchange Commission
Division of Corporation Finance 100 F Street, N.E.
Mail Stop 7010
Washington, D.C. 20549-7010
Attention: H. Roger Schwall
| Re: | Request for Acceleration of Effectiveness of Registration Statement on Form S-1 (Registration No. 333-182305) of LinnCo, LLC, a Delaware limited liability company, and Linn Energy, LLC, a Delaware limited liability company |
Ladies and Gentlemen:
As representatives of the several underwriters of LinnCo, LLC’s proposed initial public offering of up to 30,250,000 common units representing limited liability company interests, we hereby join LinnCo, LLC’s and Linn Energy, LLC’s request for acceleration of effectiveness of the above-referenced registration statement to 2:00 p.m. (Washington, D.C. time) on October 11, 2012, or as soon thereafter as is practicable.
Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, we wish to advise you that we have effected the following distribution of the preliminary prospectus relating to the initial public offering of LinnCo, LLC, dated October 1, 2012, through the date hereof:
Preliminary Prospectus dated October 1, 2012
12,956 copies to prospective underwriters, institutional investors, dealers and others.
The undersigned advises that the underwriters have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934.
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Very truly yours,
BARCLAYS CAPITAL INC. CITIGROUP GLOBAL MARKETS INC. RBC CAPITAL MARKETS, LLC WELLS FARGO SECURITIES, LLC MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED CREDIT SUISSE SECURITIES (USA) LLC RAYMOND JAMES & ASSOCIATES, INC. UBS SECURITIES LLC
BARCLAYS CAPITAL INC. | ||||
| By: | /s/ Victoria Hale | |||
| Name: | Victoria Hale | |||
| Title: | Vice President | |||
Signature Page
Acceleration Request Letter
| CITIGROUP GLOBAL MARKETS INC. | ||||
| By: | /s/ Joel D. Foote II | |||
| Name: | Joel D. Foote II | |||
| Title: | Managing Director | |||
Signature Page
Acceleration Request Letter
| RBC CAPITAL MARKETS, LLC | ||||
| By: | /s/ Trey Murdock | |||
| Name: | Trey Murdock | |||
| Title: | Vice President | |||
Signature Page
Acceleration Request Letter
| WELLS FARGO SECURITIES, LLC | ||||
| By: | /s/ David Herman | |||
| Name: | David Herman | |||
| Title: | Director | |||
Signature Page
Acceleration Request Letter
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED | ||||
| By: | /s/ Scott Archer | |||
| Name: | Scott Archer | |||
| Title: | Managing Director | |||
Signature Page
Acceleration Request Letter
| CREDIT SUISSE SECURITIES (USA) LLC | ||||
| By: | /s/ Timothy Perry | |||
| Name: | Timothy Perry | |||
| Title: | Managing Director | |||
Signature Page
Acceleration Request Letter
| RAYMOND JAMES & ASSOCIATES, INC. | ||||
| By: | /s/ Robert Coble | |||
| Name: | Robert Coble | |||
| Title: | Vice President | |||
Signature Page
Acceleration Request Letter
| UBS SECURITIES LLC | ||||
| By: | /s/ Jane Dabney | |||
| Name: | Jane Dabney | |||
| Title: | Executive Director | |||
| By: | /s/ William H. Gaunt | |||
| Name: | William H. Gaunt | |||
| Title: | Associate Director | |||
Signature Page
Acceleration Request Letter
