SEC Company Response from SPORTSMAN'S WAREHOUSE HOLDINGS, INC. (SPWH) (CIK 0001132105) (SPWH) — May 1, 2018

SPORTSMAN'S WAREHOUSE HOLDINGS, INC. (SPWH) (CIK 0001132105)
Date: May 1, 2018 · CIK: 0001132105 · Accession: 0001132105-18-000003

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File numbers found in text: 333-224421

Date

May 1, 2018

Author

Kevan P. Talbot

Form

CORRESP

Company

SPORTSMAN'S WAREHOUSE HOLDINGS, INC. (SPWH) (CIK 0001132105)

Letter

VIA EDGAR Division of Corporation Finance Washington, D.C. 20549 Attn: Courtney Haseley Re:Request for Effectiveness for Sportsman’s Warehouse Holdings, Inc. Registration Statement on Form S-3 (File No. 333-224421)

Dear Ms. Haseley:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Sportsman’s Warehouse Holdings, Inc. (the “Registrant”) hereby respectfully requests that the effectiveness of the above-referenced Registration Statement be accelerated to 4:00 p.m. Eastern Time, on May 3, 2018, or as soon thereafter as practicable.

If you have any questions or comments regarding the foregoing, please do not hesitate to contact me at (801) 304-4321.

Very truly yours,
SPORTSMAN’s WAREHOUSE HOLDINGS, Inc.

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CORRESP
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			S-3 Correspondence

			SPORTSMAN’S WAREHOUSE HOLDINGS, INC.

			7035 South High Tech Drive

			Midvale, Utah 84047

			May 1, 2018

			VIA EDGAR

			U.S. Securities and Exchange Commission

			Division of Corporation Finance

			100 F Street, N.E.

			Washington, D.C.  20549

			Attn:  Courtney Haseley

			Re:Request for Effectiveness for Sportsman’s Warehouse Holdings, Inc.

			Registration Statement on Form S-3 (File No. 333-224421)

			Dear Ms. Haseley:

			Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Sportsman’s Warehouse Holdings, Inc. (the “Registrant”) hereby respectfully requests that the effectiveness of the above-referenced Registration Statement be accelerated to 4:00 p.m. Eastern Time, on May 3, 2018, or as soon thereafter as practicable.

			If you have any questions or comments regarding the foregoing, please do not hesitate to contact me at (801) 304-4321.

			Very truly yours,

			SPORTSMAN’s WAREHOUSE HOLDINGS, Inc.

			By: /s/ Kevan Talbot_____________

			Name:Kevan P. Talbot

			Title:Chief Financial Officer

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