J.P. Morgan Securities LLC
383 Madison Avenue
New York, New York 10179
Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
Cowen and Company, LLC
599 Lexington Avenue
New York, New York 10022
July 14, 2020
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Berkeley Lights, Inc. |
| Registration Statement on Form S-1, as amended (File No. 333-239487) |
| Request for Acceleration of Effective Date |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of Berkeley Lights, Inc. (the “Company”) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:30 PM, Eastern Time, on July 16, 2020, or as soon thereafter as practicable, or at such other time thereafter as the Company or its outside counsel, Latham & Watkins LLP, may request by telephone that such Registration Statement be declared effective.
Pursuant to Rule 460 of the General Rules and Regulations under the Act, the undersigned advise that as of the date hereof, approximately 550 copies of the Preliminary Prospectus dated July 13, 2020 have been distributed to prospective underwriters and dealers, institutional investors, retail investors and others.
The undersigned advise that they have complied and will continue to comply, and each underwriter has advised the undersigned that it has complied and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature Page Follows]
Very truly yours, J.P. MORGAN SECURITIES LLC MORGAN STANLEY & CO. LLC COWEN AND COMPANY, LLC As representatives of the several underwriters listed in Schedule I to the Underwriting Agreement J.P. MORGAN SECURITIES LLC | ||
| By: | /s/ Ben Burdett | |
| Name: Ben Burdett | ||
| Title: Managing Director | ||
| MORGAN STANLEY & CO. LLC | ||
| By: | /s/ Chris Rigoli | |
| Name: Chris Rigoli | ||
| Title: Vice President | ||
| COWEN AND COMPANY, LLC | ||
| By: | /s/ E. James Streator, III | |
| Name: E. James Streator, III | ||
| Title: Managing Director | ||
[Signature Page to Underwriters’ Acceleration Request]
