October 22, 2013
VIA EDGAR CORRESPONDENCE
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549-4561
Attn: Brandon Hill, Attorney Advisor
Re: | CommScope Holding Company, Inc. |
Registration Statement on Form S-1 |
File No. 333-190354 |
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the Securities Act), the undersigned hereby join in the request of CommScope Holding Company, Inc. that the effective date of the above-referenced Registration Statement be accelerated by the Securities and Exchange Commission (the Commission) so that the Registration Statement, as then amended, will become effective under the Securities Act at 12:00 p.m. ET on Thursday, October 24, 2013 or as soon thereafter as practicable.
In connection with the Preliminary Prospectus distribution for the above-mentioned issue, the prospective underwriters have confirmed that they are complying with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
The following information with respect to the distribution of the Preliminary Prospectus dated October 11, 2013 is furnished pursuant to Rule 460 of the Rules and Regulations of the Commission under the Securities Act, in connection with the request for acceleration of the effective date of the Registration Statement.
The undersigned have effected approximately the following distribution of copies of the Preliminary Prospectus, dated October 11, 2013, through the date hereof:
Preliminary Prospectus, dated October 11, 2013:
9,464 copies were distributed to prospective underwriters, institutional investors, dealers and others.
Yours truly,
J.P. MORGAN SECURITIES LLC
DEUTSCHE BANK SECURITIES INC.
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED
As Representatives of the Several Underwriters
By: | J.P. Morgan Securities LLC | |
By: | /s/ Tommy Rueger | |
Name: | Tommy Rueger | |
Title: | Managing Director | |
By: | Deutsche Bank Securities Inc. | |
By: | /s/ Joseph P. Coleman | |
Name: | Joseph P. Coleman | |
Title: | Managing Director | |
By: | /s/ Mark Schwartz | |
Name: | Mark Schwartz | |
Title: | Managing Director | |
By: | Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
By: | /s/ Michele A. H. Allong | |
Name: | Michele A. H. Allong | |
Title: | Authorized Signatory |
[Signature PageUnderwriters Acceleration Request]