Passage Bio, Inc.
2001 Market Street, 28th Floor
Philadelphia, PA 19103
January 19, 2021
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
Attention: | Tim Buchmiller |
| Re: | Passage Bio, Inc. Registration Statement on Form S-1 (File No. 333-252213) originally filed January 19, 2021. |
Requested Date: January 21, 2021
Requested Time: 4:30 PM Eastern Time
Ladies and Gentlemen:
Passage Bio, Inc. (the “Registrant”) hereby requests that the Securities and Exchange Commission take appropriate action to declare the above-captioned Registration Statements on Form S-1 effective at the “Requested Date” and “Requested Time” set forth above or as soon thereafter as practicable.
The Registrant hereby authorizes Robert A. Freedman or Ryan Mitteness, both of whom are attorneys with the Registrant’s outside legal counsel, Fenwick & West LLP, to orally modify or withdraw this request for acceleration.
The Registrant requests that it be notified of such effectiveness by a telephone call to Mr. Freedman at (650) 335-7292 or, in his absence, Mr. Mitteness at (206)-389-4533.
* * *
| Sincerely, | ||
| passage bio, inc. | ||
| By: | /s/ Bruce Goldsmith | |
| Bruce Goldsmith, Ph.D. | ||
| Chief Executive Officer | ||
| cc: | Richard S. Morris, Chief Financial Officer |
| Passage Bio, Inc. | |
| Ryan Mitteness, Esq. | |
| Robert A. Freedman, Esq. | |
| Fenwick & West LLP |
