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| 53rd at Third 885 Third Avenue New York, New York 10022-4834 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com
FIRM / AFFILIATE OFFICES Barcelona Moscow Beijing Munich Boston New York Brussels Orange County Century City Paris Chicago Riyadh Dubai Rome Düsseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tokyo Madrid Washington, D.C. Milan |
October 12, 2017
VIA EDGAR AND HAND DELIVERY
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549-7561
Re: Camping World Holdings, Inc.
Draft Registration Statement on Form S-1
Dear Sir or Madam:
On behalf of Camping World Holdings, Inc., a Delaware corporation (the “Company”), we have confidentially submitted with the Securities and Exchange Commission (the “Commission”) the Company’s draft Registration Statement on Form S-1 (the “Registration Statement”) relating to a proposed secondary offering of the Company’s shares of Class A common stock.
We are including with this letter three copies of the Registration Statement, as confidentially submitted with the Commission on October 12, 2017.
The Company undertakes that it will publicly file the Registration Statement and any nonpublic draft(s) thereof with the Commission at least 48 hours prior to any requested effective time and date.
If you have any questions regarding this submission, please do not hesitate to call me at (212) 906-1281.
| Sincerely, |
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| /s/ Marc D. Jaffe |
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| Marc D. Jaffe |
| of LATHAM & WATKINS LLP |
cc: (via email)
Marcus Lemonis, Chief Executive Officer, Camping World Holdings, Inc.
Brent Moody, Chief Operating and Legal Officer, Camping World Holdings, Inc.
Thomas Wolfe, Chief Financial Officer, Camping World Holdings, Inc.
Ian D. Schuman, Esq., Latham & Watkins LLP
Alexander D. Lynch, Esq., Weil, Gotshal & Manges LLP
Faiza N. Rahman, Esq., Weil, Gotshal & Manges LLP