CORRESP 1 filename1.htm

September 15, 2021

 

VIA EDGAR

Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549

Attn:			Julie Sherman
			Lynn Dicker
			Alan Campbell
			Tim Buchmiller

Re: Warby Parker Inc.

Registration Statement on Form S-1

File No. 333-259035

Acceleration Request

Requested Date: Friday, September 17, 2021

Requested Time: 4:00 p.m. Eastern Time

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, Warby Parker Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-l (File No. 333-259035) (the “Registration Statement”) be declared effective on the “Requested Date” and at the “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Marc Jaffe at (212) 906-1281.

Sincerely,
WARBY PARKER INC.
/s/ Neil Blumenthal
Neil Blumenthal
Co-Chief Executive Officer

cc:			Dave Gilboa, Co-Chief Executive Officer, Warby Parker Inc.
			Hyung Bak, General Counsel and Secretary, Warby Parker Inc.
			Marc D. Jaffe, Latham &Watkins LLP
			Stelios G. Saffos, Latham & Watkins LLP
			Benjamin J. Cohen, Latham & Watkins LLP
			Brittany D. Ruiz, Latham & Watkins LLP