June 3, 2019
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: Mara Ransom, Assistant Director
Scott Anderegg, Staff Attorney
Jennifer Lopez-Molina, Staff Attorney
Bill Thompson, Accounting Branch Chief
Ta Tanisha Meadows, Staff Accountant
Re: Revolve Group, Inc.
Registration Statement on Form S-1 (File No. 333-227614) (the “Registration Statement”)
Ladies and Gentlemen:
In connection with the above-referenced Registration Statement and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of Revolve Group, Inc. that the effectiveness of the Registration Statement be accelerated so that it will be declared effective at 4:00 p.m. Eastern Time on June 6, 2019, or as soon thereafter as practicable.
Pursuant to Rule 460 of the General Rules and Regulations under the Act, please be advised that we and the other prospective underwriters have distributed approximately 3,900 copies of the preliminary prospectus dated May 28, 2019 (the “Preliminary Prospectus”) between May 28, 2019 and the date hereof to prospective underwriters, dealers, institutional investors and others.
In connection with the Preliminary Prospectus distribution for the above-referenced issue, we hereby confirm that we are, and the other prospective underwriters have confirmed that they are, complying with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
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Very truly yours,
morgan stanley & co. llc
CREDIT SUISSE securities (USA) llc
As Representatives of the several Underwriters
MORGAN STANLEY & CO. LLC
By: /s/ Thilakshani Dias
Name: Thilakshani Dias
Title: Managing Director
CREDIT SUISSE SECURITIES (USA) LLC
By: /s/ Justin Sterling
Name: Justin Sterling
Title: Director
[Signature Page to Request for Acceleration of Effectiveness]