May 24, 2021
United States Securities and Exchange Commission
Division of Corporation Finance
Office of Manufacturing
100 F Street, N.E.
Washington, DC 20549
| Attention: | Sergio Chinos |
Sherry Haywood |
Jeff Gordon |
Kevin Stertzel |
Re: FIGS, Inc. Registration Statement on Form S-1 (File No. 333-255797)
Ladies and Gentlemen:
Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended, we wish to advise that between May 20, 2021 and the date hereof, approximately 5,650 copies of the Preliminary Prospectus, dated May 20, 2021, were distributed to prospective underwriters, institutional investors and prospective dealers in connection with the above-captioned Registration Statement.
We wish to advise you that the participating underwriters have informed us that they have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
We hereby join in the request of the registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:00 p.m. Eastern Time, on Wednesday, May 26, 2021 or as soon thereafter as practicable.
[signature page follows]
| Very truly yours, | ||
| GOLDMAN SACHS & CO. LLC | ||
| MORGAN STANLEY & CO. LLC | ||
| As representatives of the Underwriters | ||
| GOLDMAN SACHS & CO. LLC | ||
| By: | /s/ Vishaal Rana | |
| Name: Vishaal Rana | ||
| Title: Managing Director | ||
| MORGAN STANLEY & CO. LLC | ||
| By: | /s/ Mitzi Madrid Diaz | |
| Name: Mitzi Madrid Diaz | ||
| Title: Vice President | ||
[Signature Page to Acceleration Request Letter]
