Bank of Montreal
100 King Street West
1 First Canadian Place
Toronto, Ontario
Canada M5X 1A1
May 24, 2022
Via EDGAR
Securities and Exchange Commission,
Division of Corporation Finance,
100 F Street, NE.,
Washington, D.C. 20549.
Attention: David Lin, Staff Attorney
| Re: | Bank of Montreal – Registration Statement on Form F-3, filed April 20, 2022, as amended (File No. 333-264388) |
Ladies and Gentlemen:
Bank of Montreal (the “Registrant”) respectfully requests that the effective date of the above-captioned Registration Statement, as amended by Pre-Effective Amendment No. 1 (the “Registration Statement”) be accelerated so that the Registration Statement will become effective at 9:00 a.m. on May 26, 2022 or as soon as practicable thereafter. The Registrant expects to file Pre-Effective Amendment No. 1 in the afternoon on May 25, 2022.
In accordance with the requirements of Rule 461 under the Securities Act of 1933 (the “Act”), the Registrant hereby confirms that it is aware of its obligations under the Act.
Because the Registration Statement is filed as a shelf registration statement under Rule 415 under the Act, there are no underwriters in connection with the registration and, therefore, no request for acceleration or consent by an underwriter has been submitted herewith.
| Very truly yours, | ||
| BANK OF MONTREAL | ||
| By | /s/ Stephen Lobo | |
| Stephen Lobo | ||
| Treasurer | ||
| By | /s/ Tayfun Tuzun | |
| Tayfun Tuzun | ||
| Chief Financial Officer | ||
[Signature Page to Form F-3 Acceleration Request]
