February 5, 2019
VIA EDGAR TRANSMISSION AND FEDEX
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Tom Jones
| Re: | ViewRay, Inc. (the “Registrant”) |
Registration Statement on Form S-3 |
Registration No. 333-229145 |
Request for Acceleration |
Dear Mr. Jones:
In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned Registrant hereby requests that the effective date of its Registration Statement on Form S-3 (File No. 333-229145) (the “Registration Statement”) be accelerated so that it will be declared effective at 4:00 p.m. Eastern Time on February 7, 2019, or as soon as practicable thereafter. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Davis Polk & Wardwell LLP, by calling Alan F. Denenberg at (650) 752-2004.
Sincerely,
ViewRay, Inc. | ||||
| By: | /s/ Ajay Bansal | |||
| Name: | Ajay Bansal | |||
| Title: | Chief Financial Officer | |||
