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SEC Company Response from Passage BIO, Inc. (PASG) (CIK 0001787297) (PASG) — Jan 19, 2021

Passage BIO, Inc. (PASG) (CIK 0001787297)
Date: Jan. 19, 2021 · CIK: 0001787297 · Accession: 0001104659-21-005394

AI Filing Summary & Sentiment

File numbers found in text: 333-252213

Date
January 19, 2021
Author
Executive Director
Form
CORRESP
Company
Passage BIO, Inc. (PASG) (CIK 0001787297)

Letter

Re: Passage Bio, Inc.

January 19, 2021

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Tim Buchmiller

Registration Statement on Form S-1 (File No. 333-252213)

Request for Acceleration

Ladies and Gentlemen:

Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.

We wish to advise you that the participating underwriters have informed us that they have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

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. Eastern Time, on Thursday, January 21, 2020 or as soon thereafter as practicable.

[Signature page follows]

Very truly yours,
J.P. MORGAN SECURITIES LLC

Show Raw Text
CORRESP
1
filename1.htm

January 19, 2021

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Tim Buchmiller

    Re:
    Passage Bio, Inc.

    Registration Statement on Form S-1 (File No. 333-252213)

    Request for Acceleration

Ladies and Gentlemen:

Pursuant to Rule 460 of the General Rules
and Regulations under the Securities Act of 1933, as amended, please be advised that we will take reasonable steps to secure adequate
distribution of the preliminary prospectus to underwriters, dealers, institutions and others, prior to the requested effective
time of the Registration Statement.

We wish to advise you that the participating
underwriters have informed us that they have complied and will continue to comply with the requirements of Rule 15c2-8 under the
Securities Exchange Act of 1934, as amended.

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. Eastern Time, on
Thursday, January 21, 2020 or as soon thereafter as practicable.

[Signature page follows]

    Very truly yours,

    J.P. MORGAN SECURITIES LLC

    GOLDMAN
    SACHS & CO. LLC
 COWEN AND COMPANY, LLC

    As representatives of the Underwriters

    J.P. MORGAN SECURITIES LLC

    By:
    /s/
    David Ke

    Name:
    David Ke

    Title:
    Executive Director

    GOLDMAN SACHS & CO. LLC

    By:
    /s/
    Mairin Rooney

    Name:
    Mairin Rooney

    Title:
    Managing Director

    COWEN AND COMPANY, LLC

    By:
    /s/
    Bill Follis

    Name:
    Bill Follis

    Title:
    Managing Director

[Signature Page to Passage Bio, Inc. Acceleration Request]