Prometheus Biosciences, Inc.
9410 Carroll Park Drive
San Diego, California 92121
March 9, 2021
VIA EDGAR
Ms. Margaret Schwartz
Office of Life Sciences
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street N.E.
Washington, D.C. 20549
| Re: | Prometheus Biosciences, Inc. |
Registration Statement on Form S-1
File No. 333-253323
Dear Ms. Schwartz:
Pursuant to Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, the undersigned, on behalf of Prometheus Biosciences, Inc. (the “Company”), respectfully requests that the effective date of the Registration Statement on Form S-1 referred to above be accelerated so that it will become effective at 4:00 P.M. Eastern Time on March 11, 2021, or as soon as practicable thereafter.
Please contact Matthew T. Bush of Latham & Watkins LLP, counsel to the Company, at (858) 523-3962, to provide notice of effectiveness, or if you have any questions or require additional information regarding this matter. Thank you for your assistance and cooperation in this matter.
| Very truly yours, | ||
| PROMETHEUS BIOSCIENCES, INC. | ||
| By: | s/ Mark C. McKenna | |
| Mark C. McKenna | ||
| President, Chief Executive Officer and Director | ||
| cc: | Mary Beth Breslin, Securities and Exchange Commission |
Ameen Hamady, Securities and Exchange Commission
Timothy K. Andrews, Prometheus Biosciences, Inc.
Matthew T. Bush, Latham & Watkins LLP
Cheston J. Larson, Latham & Watkins LLP
Michael E. Sullivan, Latham & Watkins LLP
Deanna Kirkpatrick, Davis Polk & Wardwell LLP
Yasin Keshvargar, Davis Polk & Wardwell LLP
