VIA EDGAR
May 6, 2019
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: David Plattner
Tom Kluck
Re: Axcella Health Inc.
Acceleration Request for Registration Statement on Form S-1
File No. 333-230822
Requested Date: May 8, 2019
Requested Time: 4:00 p.m. Eastern Standard Time
Dear Mr. Plattner and Mr. Kluck:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and SVB Leerink LLC, as representatives of the several underwriters, hereby join Axcella Health Inc. in requesting that the effective date of the above-referenced registration statement (the “Registration Statement”) be accelerated to May 8, 2019, at 4:00 p.m., Eastern Time, or as soon thereafter as practicable.
Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.
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, to the extent applicable.
[Signature Page Follows]
Very truly yours,
As representatives of the several underwriters
GOLDMAN SACHS & CO. LLC
By: | /s/ Elizabeth Wood |
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| Name: Elizabeth Wood |
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| Title: Managing Director |
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J.P. MORGAN SECURITIES LLC
By: | /s/ David Ke |
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| Name: David Ke |
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| Title: Executive Director |
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SVB LEERINK LLC
By: | /s/ Stuart R. Nayman |
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| Name: Stuart R. Nayman |
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| Title: Managing Director |
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