[Cars.com Letterhead]
May 15, 2017
VIA EDGAR
Jan Woo
Legal Branch Chief
Office of Information Technologies and Services
Division of Corporate Finance
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: | Cars.com Inc. |
Registration Statement on FormS-1
FileNo. 333-217910
Dear Ms. Woo:
Reference is made to the Registration Statement on FormS-1 (File No. 333-217910) (the “Registration Statement”), filed by Cars.com Inc. (the “Company”) with the U.S. Securities and Exchange Commission (the “Commission”).
The Company hereby requests that the effective date for the Registration Statement be accelerated to 5:00 p.m., Eastern time, on May 15, 2017, or as soon as practicable thereafter, pursuant to Section 12(d) of the U.S. Securities Exchange Act of 1934, as amended, and Rule12d1-2 thereunder.
If the Staff has any further questions or comments concerning this letter, or if you require any additional information, please feel free to contact the Company’s counsel, Victor Goldfeld of Wachtell, Lipton, Rosen & Katz, at(212) 403-1005. We request that we be notified of the effectiveness of the Registration Statement by a telephone call to Mr. Goldfeld and that such effectiveness also be confirmed in writing.
May 15, 2017
Page 2
Sincerely, |
Cars.com Inc. |
/s/ Alex Vetter |
Alex Vetter |
President and Chief Executive Officer |
cc: | Victor Goldfeld |
Wachtell, Lipton, Rosen & Katz