June 12, 2018

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 

Attn:

Ms. Christine Westbrook

Ms. Irene Paik

Ms. Bonnie Baynes

Ms. Angela Connell

 

Re:

Verrica Pharmaceuticals Inc. (the “Company”)

Registration Statement on Form S-1

File No. 333-225104

 

Acceleration Request

Requested Date:        Thursday, June 14, 2018

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

Ladies and Gentlemen:

As representatives of the several underwriters of the Company’s proposed initial public offering, we hereby join the Company’s request that the effective date of the above-referenced Registration Statement be accelerated so that the above-referenced Registration Statement will be declared effective at 4:00 p.m., Eastern Time, on June 14, 2018, or as soon thereafter as is practicable.

Pursuant to Rule 460 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act of 1933, as amended, we wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus, dated June 5, 2018, through the date hereof:

Preliminary Prospectus dated June 5, 2018:

538 copies to prospective underwriters, institutional investors, dealers and others

The undersigned advises that it has complied and will continue to comply, and that it has been informed by the participating underwriters and dealers that they have complied with and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Remainder of Page Intentionally Left Blank]

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Very truly yours,

As representatives of the several underwriters

 

MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED
By:		/s/ Richard A. Diaz
		Name:  Richard A. Diaz
		Title:   Authorized Signatory
JEFFERIES LLC
By:		/s/ Matthew Kim
		Name:  Matthew Kim
		Title:   Managing Director
COWEN AND COMPANY, LLC
By:		/s/ James Streator
		Name:  James Streator, III
		Title:   Managing Director

[Signature Page to Underwriter Acceleration Request]