July 9, 2018

 

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 

Attention:                                         John Reynolds
Assistant Director
Office of Natural Resources

 

Re:                             Cactus, Inc.
Registration Statement on Form S-1 (File No. 333-226095)

 

Ladies and Gentlemen:

 

As the representatives of the several underwriters of Cactus, Inc.’s (the “Company”) proposed follow-on public offering of up to 11,500,000 shares of Class A common stock of the Company, we hereby join the Company’s request for acceleration of the above-referenced Registration Statement, requesting effectiveness for 4:15 p.m., Washington, D.C. time, on July 11, 2018, or as soon thereafter as is practicable.

 

Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, we wish to advise you that we have effected the following distribution of the Preliminary Prospectus dated July 9, 2018 through the date hereof:

 

Preliminary Prospectus dated July 9, 2018:

 

250 copies to prospective underwriters, institutional investors, dealers and others.

 

[The remainder of this page intentionally left blank.]

 

 

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 continue to comply, with Rule 15c2-8 under the Securities Exchange Act of 1934.

 

	Very truly yours,
	CITIGROUP GLOBAL MARKETS INC.
	CREDIT SUISSE SECURITIES (USA) LLC
	As Representatives of the several
	Underwriters
	CITIGROUP GLOBAL MARKETS INC.
	By:	/s/ Dylan C. Tornay
		Name:	Dylan C. Tornay
		Title:	Managing Director
	CREDIT SUISSE SECURITIES (USA) LLC
	By:	/s/ Jaison George
		Name:	Jaison George
		Title:	Director

 

cc:  Anuja A. Majmudar, Securities and Exchange Commission