NGM BIOPHARMACEUTICALS, INC.
333 Oyster Point Boulevard
South San Francisco, California 94080
(650) 243-5555
August 1, 2023
Via EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
100 F Street, N.E.
Washington, D.C. 20549
| Re: | NGM Biopharmaceuticals, Inc. |
Registration Statement on Form S-3
Filed June 8, 2023
File No. 333-272509
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant (the “Registrant”) hereby requests that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form S-3 (File No. 333-272509) (the “Registration Statement”) to become effective on Friday, August 4, 2023, at 9:00 a.m., Eastern Time, or as soon as practicable thereafter, or at such later time as the Registrant may orally request via telephone call to the staff of the Commission (the “Staff”). The Registrant hereby authorizes Christina Roupas of Cooley LLP, counsel to the Registrant, to make such request on its behalf.
Once the Registration Statement has been declared effective, please orally confirm that event with Christina Roupas of Cooley LLP, counsel to the Registrant, at (312) 881-6670, or in her absence Chadwick Mills of Cooley LLP at (650) 843-5654.
Very truly yours,
| NGM BIOPHARMACEUTICALS, INC. | ||
| By: | /s/ Siobhan Nolan Mangini | |
| Name: Siobhan Nolan Mangini | ||
| Title: President and Chief Financial Officer | ||
| cc: | Valerie Pierce, Senior Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer, NGM Biopharmaceuticals, Inc. |
Chadwick Mills, Cooley LLP
Christina Roupas, Cooley LLP