Goldman Sachs & Co. LLC
200 West Street,
New York, New York 10282-2198
Jefferies LLC
520 Madison Avenue
New York, NY 10022
July 16, 2018
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Attention: | Mary Beth Breslin, Branch Chief |
| Suzanne Hayes, Assistant Director |
| Jeffrey Gabor, Staff Attorney |
| James Rosenberg, Senior Assistant Chief Accountant |
| Lisa Vanjoske, Assistant Chief Accountant |
| Mark Brunhofer, Senior Accounting Examiner |
| Re: | Allakos Inc. |
| Registration Statement on Form S-1 (File No. 333-225836) |
| Request for Acceleration of Effective Date |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of Allakos Inc. (the “Company”) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:00 PM, Eastern Time, on July 18, 2018, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Wilson Sonsini Goodrich & Rosati, Professional Corporation, 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 carried out the following distribution of the Company’s Preliminary Prospectus dated July 9, 2018:
| (i) | Dates of distribution: July 9, 2018 through the date hereof |
| (ii) | Number of prospective underwriters to which the preliminary prospectus was furnished: 3 |
| (iii) | Number of prospectuses furnished to investors: approximately 816 |
| (iv) | Number of prospectuses distributed to others, including the Company, the Company’s counsel, independent accountants, and underwriters’ counsel: approximately 39 |
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.
| Very truly yours, | ||
| GOLDMAN SACHS & CO. LLC | ||
| JEFFERIES LLC | ||
| Acting severally on behalf of themselves and the several Underwriters | ||
| GOLDMAN SACHS & CO. LLC | ||
| By: | /s/ David Bauer | |
| Name: David Bauer | ||
| Title: Managing Director | ||
| JEFFERIES LLC | ||
| By: | /s/ Charlie Glazer | |
| Name: Charlie Glazer | ||
| Title: Senior Vice President | ||
[Signature Page to Underwriters’ Acceleration Request]
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