June 23, 2015

 

 

VIA EDGAR

 

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC  20549

 

Re:       Glaukos Corporation

Registration Statement on Form S-1 (File No. 333-204091)

 

Ladies and Gentlemen:

 

In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters (the “Underwriters”), hereby join in the request of Glaukos Corporation with respect to the effective time of the above-referenced Registration Statement so that it will become effective Wednesday, June 24, 2015, at 4:00 p.m. Eastern Time, or as soon thereafter as practicable.

 

In connection with this acceleration request and pursuant to Rule 460 under the Act, please be advised that we have effected approximately the following distribution of copies of the preliminary prospectus, dated June 23, 2015, beginning June 23, 2015, through the time of effectiveness:

 

To Whom Distributed		Number of Copies
Institutions, Brokers and Other		3,577

 

We, the undersigned, as representatives of the several Underwriters, have complied and will comply, and we have been informed by the participating Underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

 

[signature page follows]

 

 

	Very truly yours,
	J.P. MORGAN SECURITIES LLC
	MERRILL LYNCH, PIERCE, FENNER AND SMITH
	INCORPORATED
	GOLDMAN, SACHS & CO.
	Acting severally on behalf of themselves and as representatives of the several Underwriters
	J.P. MORGAN SECURITIES LLC
	By:	/s/ David Ke
	Name: David Ke
	Title:   Vice President
	MERRILL LYNCH, PIERCE, FENNER AND SMITH
	INCORPORATED
	By:	/s/ Michele A. H. Allong
	Name: Michele A. H. Allong
	Title:   Authorized Signatory
	GOLDMAN, SACHS & CO.
	By:	/s/ Richard Cohn
	Name: Richard Cohn
	Title:   Managing Director

 

 

[Signature Page to Underwriters’ Acceleration Request Letter]