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SEC Company Response from Verastem, Inc. (VSTM) (CIK 0001526119) (VSTM) — Jan 24, 2012

Verastem, Inc. (VSTM) (CIK 0001526119)
Date: Jan. 24, 2012 · CIK: 0001526119 · Accession: 0001104659-12-003629

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Date
January 24, 2012
Author
UBS SECURITIES LLC
Form
CORRESP
Company
Verastem, Inc. (VSTM) (CIK 0001526119)

Letter

Re:

January 24, 2012

Securities and Exchange Commission 100 “F” Street, N.E. Washington, D.C. 20549

Verastem, Inc.

Filed on Form S-1

Registration No. 333- 177677

Ladies and Gentlemen:

In connection with the above-captioned Registration Statement, we wish to advise that between January 17, 2012 and the date hereof 4,379 copies of the Preliminary Prospectus dated January 13, 2012 were distributed as follows: 50 to 50 prospective underwriters; 1,744 to 1,744 institutional investors; 233 to 2 prospective dealers; 1,352 to 1,352 individuals and 1,000 to 1,000 others.

We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934.

We were advised on January 24, 2012 by the Corporate Finance Department of the Financial Industry Regulatory Authority that it has reviewed the above-captioned Registration Statement and that it has determined to raise no objections with the respect to the fairness of the terms and arrangements of the offering.

We hereby join in the request of the registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:30 p.m. on January 26, 2012 or as soon thereafter as practicable.

Very truly yours,
UBS SECURITIES LLC

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CORRESP
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filename1.htm

January 24, 2012

Securities and Exchange Commission
 100 “F” Street, N.E.
 Washington, D.C.  20549

Re:

Verastem, Inc.

Filed on Form S-1

Registration No. 333- 177677

Ladies and Gentlemen:

In connection with the above-captioned Registration Statement, we wish to advise that between January 17, 2012 and the date hereof 4,379 copies of the Preliminary Prospectus dated January 13, 2012 were distributed as follows: 50 to 50 prospective underwriters; 1,744 to 1,744 institutional investors; 233 to 2 prospective dealers; 1,352 to 1,352 individuals and 1,000 to 1,000 others.

We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934.

We were advised on January 24, 2012 by the Corporate Finance Department of the Financial Industry Regulatory Authority that it has reviewed the above-captioned Registration Statement and that it has determined to raise no objections with the respect to the fairness of the terms and arrangements of the offering.

We hereby join in the request of the registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:30 p.m. on January 26, 2012 or as soon thereafter as practicable.

Very truly yours,

UBS SECURITIES LLC

LEERINK SWANN LLC

as representatives of the several   Underwriters

By:

/s/ Joseph Ferra

(UBS Securities LLC)

By:

/s/ Darshan Prabhu

(UBS Securities LLC)