| MORGAN STANLEY & CO. LLC | MERRILL LYNCH, PIERCE, FENNER & | |
| 1585 Broadway | SMITH INCORPORATED | |
| New York, New York 10036 | One Bryant Park | |
| New York, New York 10036 |
January 15, 2013
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F. Street, N.E.
Washington, D.C. 20549
| Attention: | Ms. Jennifer Gowetski, Senior Counsel | |||
| Ms. Kristi Marrone, Staff Accountant | ||||
| Mr. Daniel Gordon, Accounting Branch Chief | ||||
| Ms. Folake Ayoola, Attorney Advisor | ||||
| Re: | CyrusOne Inc. | |||
| Registration Statement on Form S-11 | ||||
| File No. 333-183132 | ||||
| Acceleration Request | ||||
Ladies and Gentlemen:
As representatives of the several underwriters of the proposed public offering of 16,500,000 shares of common stock of CyrusOne Inc. (the “Company”), we hereby join the Company’s request to accelerate the date of the above-referenced Registration Statement, as then amended, effective as of 3 p.m. (Washington, D.C. time) on January 17, 2013, or as soon thereafter as is practicable.
Pursuant to Rule 460 under the Securities Act of 1933, as amended, we wish to advise you that we have effected the following distribution of the Company’s preliminary prospectus, dated January 8, 2013, through the date hereof: approximately 4,670 copies to prospective underwriters, institutional investors, dealers and others.
The undersigned have been informed by the participating underwriters that they have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
(Signature Page Follows)
| Very truly yours, | ||
| MORGAN STANLEY & CO. LLC | ||
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED | ||
| As representatives of the several underwriters | ||
| By MORGAN STANLEY & CO. LLC | ||
| By: | /s/ Tom Boyle | |
| Authorized Representative | ||
| Tom Boyle | ||
| Vice President | ||
| By MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED | ||
| By: | /s/ Michele A. H. Allong | |
| Authorized Representative | ||
MICHELE A. H. ALLONG AUTHORIZED SIGNATORY | ||
