Correspondence 0001493152-22-032915 from Masterworks 108, LLC (CIK 0001908830)
Masterworks 108, LLC (CIK 0001908830)
Date: Nov. 18, 2022 · CIK: 0001908830 · Accession: 0001493152-22-032915
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File numbers found in text: 024-11812
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CORRESP
1
filename1.htm
November
18, 2022
VIA
ELECTRONIC EDGAR FILING
Office
of Trade & Services
Division
of Corporation Finance
Securities
and Exchange Commission
100
F. Street, N.E.
Washington,
D.C. 20549
Re:
Masterworks
108, LLC
Amendment
No. 3 to Offering Statement on Form 1-A
Filed
November 15, 2022
File
No. 024-11812
Dear
Sir or Madam:
On
behalf of Masterworks 108, LLC (the “Company”), we submit this letter in response to the verbal comment of the staff of the
Division of Corporation Finance (the “Staff”) on November 18, 2022 with respect to the Company’s offering statement
on Form 1-A originally filed on February 24, 2022, as amended by Amendment No. 1 filed on May 16, 2022, Amendment No. 2 filed on October
20, 2022 and Amendment No. 3 filed on November 15, 2022 (together, the “Form 1-A”).
The
Company provides the following response to the verbal comment provided by the Staff on November 18, 2022.
1.
Comment:
For any specific Masterworks issuer that has sold a painting, please include the number of Class A shares issued in respect of Masterworks
administrative services fees in any detailed net annualized return calculation included in an exhibit to Form 1-U for such issuer
on a go-forward basis.
Response:
In response to the Staff’s comment, each issuer will, going forward, include the requested information as part of any detailed
net annualized return calculation included in an exhibit to Form 1-U.
We
trust you shall deem the contents of this transmittal letter responsive to your comment. If the Staff has any further comments regarding
the offering statement on Form 1-A, or any subsequent amendments to the Company’s offering statement on Form 1-A, please feel free
to contact the undersigned.
MASTERWORKS
108, LLC
By:
/s/
Joshua B. Goldstein
Joshua
B. Goldstein
General
Counsel and Secretary
cc:
Taylor
Beech/U.S. Securities and Exchange Commission
Donald
Field/U.S. Securities and Exchange Commission