Graybug Vision, Inc.
275 Shoreline Drive, Suite 450
Redwood City, CA 94065
September 22, 2020
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Jason L. Drory
Mary Beth Breslin
Graybug Vision, Inc. Registration Statement on Form S-1 (File No. 333-248611)
originally filed September 4, 2020, as amended, and corresponding Registration Statement
on Form 8-A (File No. 001-39538) filed September 21, 2020
Requested Date: September 24, 2020
Requested Time: 4:00 PM Eastern Time
Ladies and Gentlemen:
Graybug Vision, Inc. (the Registrant) hereby requests that the Securities and Exchange Commission take appropriate action to declare the above-captioned Registration Statements on Form S-1 and Form 8-A effective at the Requested Date and Requested Time set forth above or as soon thereafter as practicable.
The Registrant hereby authorizes Robert Freedman or Julia Forbess, both of whom are attorneys with the Registrants outside legal counsel, Fenwick & West LLP, to orally modify or withdraw this request for acceleration.
The Registrant requests that it be notified of such effectiveness by a telephone call to Mr. Freedman at (650) 335-7292 or, in his absence, Ms. Forbess at (415) 875-2420.
* * *
GRAYBUG VISION, INC.
/s/ Frederic Guerard, Pharm.D.
Frederic Guerard, Pharm.D.
Chief Executive Officer
Effie Toshav, Esq.
Robert Freedman, Esq.
Julia Forbess, Esq.
Fenwick & West LLP
[SIGNATURE PAGE TO COMPANY ACCELERATION REQUEST LETTER]