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                            June 29, 2021

       Brian Elworthy
       General Counsel
       Toast, Inc.
       401 Park Drive, Suite 801
       Boston, MA 02215

                                                        Re: Toast, Inc.
                                                            Amendment No. 1 to
                                                            Draft Registration
Statement on Form S-1
                                                            Submitted June 14,
2021
                                                            CIK No. 0001650164

       Dear Mr. Elworthy:

             We have reviewed your amended draft registration statement and
have the following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

               After reviewing the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments. Unless we note otherwise, our references to prior comments are
to comments in our
       June 2, 2021 letter.

       Draft Registration Statement on Form S-1

       Prospectus Summary, page 2

   1.                                                   We note your response
to prior comment 1. Please revise to disclose that your statements
                                                        that you are    a
leading platform serving the restaurant industry    are based on industry
                                                        survey reports, such as
the G2 grid report.
 Brian Elworthy
FirstName
Toast, Inc. LastNameBrian Elworthy
Comapany
June        NameToast, Inc.
     29, 2021
June 29,
Page 2 2021 Page 2
FirstName LastName
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Net Retention Rate, page 87

2.       We note your response to prior comment 9 that you did not identify any
material changes
         or underlying trends relating to your annual net retention rate since
2015. Please also
         address whether you experienced any significant fluctuations in the
monthly net retention
         rates which you also appear to measure. Please tell us the specific
annual net retention
         rates since 2015 and, to the extent material, the monthly net
retention rates for the periods
         presented.
Business, page 119

3.       We note your response to prior comment 11. Please revise to clarify
that customers pay a
         monthly software service fee to access the company   s partner network
and that these fees
         are included in the subscription services revenue. Also clarify that
the revenue sharing
         agreements with your partners have historically comprised less than
1.0% of the
         company's annual revenue.
        You may contact Amanda Kim, Senior Staff Accountant, at (202) 551-3241
or
Craig Wilson, Senior Advisor, at (202) 551-3226 if you have questions regarding
comments on
the financial statements and related matters. Please contact Alexandra Barone,
Staff Attorney,
at (202) 551-8816 or Jan Woo, Legal Branch Chief, at (202) 551-3453 with any
other questions.



                                                                Sincerely,

                                                                Division of
Corporation Finance
                                                                Office of
Technology
cc:      Gregg Katz