Deutsche Bank Securities Inc.
60 Wall Street
New York, New York 10005
Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
Credit Suisse Securities (USA) LLC
11 Madison Avenue
New York, New York 10010
March 9, 2021
VIA EMAIL & EDGAR
Office of Life Sciences
Securities and Exchange Commission
Division of Corporation Finance
100 F Street NE
Washington, D.C. 20549-3561
Re: Gores Technology Partners II, Inc. (the “Company”)
Registration Statement on Form S-1 (Registration No. 333-252641)
Ladies and Gentlemen:
In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Securities Act”), the undersigned, for itself and as representatives of any other underwriters, hereby joins the request of Gores Technology Partners II, Inc. that the effectiveness for the above-captioned Registration Statement on Form S-1 (as amended through the date hereof) filed under the Securities Act be accelerated by the Securities and Exchange Commission (the “Commission”) to 4:00 p.m., Eastern Time, on March 11, 2021, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Weil, Gotshal & Manges LLP, request by telephone that such Registration Statement be declared effective.
Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus dated March 8, 2021:
| (i) | Dates of distribution: March 9, 2021 |
| (ii) | Number of prospective underwriters to which the preliminary prospectus was furnished: 3 |
| (iii) | Number of prospectuses expected furnished to underwriters, dealers, institutions and others: approximately 1150 |
We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature Page Follows]
| Very truly yours, | ||
DEUTSCHE BANK SECURITIES INC. MORGAN STANLEY & CO. LLC CREDIT SUISSE SECURITIES (USA) LLC | ||
| Acting severally on behalf of themselves and the several Underwriters | ||
| Deutsche Bank Securities Inc. | ||
| By: | /s/ Ravi Raghunathan | |
| Name: | Ravi Raghunathan | |
| Title: | Managing Director | |
| By: | /s/ Brandon Sun | |
| Name: | Brandon Sun | |
| Title: | Director | |
| Morgan Stanley & Co. LLC | ||
| By: | /s/ Eamonn Smith | |
| Name: | Eamonn Smith | |
| Title: | Vice President | |
| Credit Suisse Securities (USA) LLC | ||
| By: | /s/ Ryan Kelley | |
| Name: | Ryan Kelley | |
| Title: | Director | |
[Signature Page to Acceleration Request Letter]
