Scholar Rock Holding Corporation
620 Memorial Drive, 2nd Floor
Cambridge, MA 02139
June 6, 2019
Via EDGAR Transmission
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: Scholar Rock Holding Corporation: Registration Statement on Form S-3 filed June 3, 2019 (File No. 333-231920)
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the Act), Scholar Rock Holding Corporation (the Company) hereby requests that the effective date of the above-referenced registration statement (the Registration Statement) be accelerated to June 10, 2019, at 4:01 pm Eastern Time, or as soon thereafter as practicable, unless we or our outside counsel, Goodwin Procter LLP, request by telephone that such Registration Statement be declared effective at some other time. In making this acceleration request, the Company acknowledges that it is aware of its responsibilities under the Act.
If you have any questions regarding this request, please contact Laurie Burlingame of Goodwin Procter LLP at (617) 570-1879.
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Sincerely, |
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Scholar Rock Holding Corporation |
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/s/ Nagesh K. Mahanthappa |
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Nagesh K. Mahanthappa, Ph.D. |
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President and Chief Executive Officer |
cc: Rhonda M. Chicko, Scholar Rock Holding Corporation
Junlin Ho, Scholar Rock Holding Corporation
Kingsley L. Taft, Esq., Goodwin Procter LLP
Laurie Burlingame, Esq., Goodwin Procter LLP