July 10, 2020
VIA EDGAR AND E-MAIL
United States Securities and Exchange Commission
Division of Corporation Finance
100 F. Street, N.E.
Washington, DC 20549-7010
| Attention: | J. Nolan McWilliams | |
| Dietrich King | ||
| Re: | GoHealth, Inc. | |
| Registration Statement on Form S-1 (Registration No. 333-239287) | ||
| Request for Acceleration of Effective Date | ||
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 hereby join in the request of GoHealth, Inc. that the effective date of the Registration Statement be accelerated to be declared effective at 4:00 PM Eastern Time on July 14, 2020 or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, please be advised that, as representatives of the underwriters, we have distributed approximately 482 copies of the preliminary prospectus, dated July 8, 2020, through the date hereof.
The undersigned, as representatives of the several underwriters, has and will, and each underwriter and dealer has advised the undersigned that they have and will, comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature Pages Follow]
| Very truly yours, | ||
| By: | Goldman Sachs & Co. LLC | |
| By: | /s/ Elizabeth Wood | |
| Name: Elizabeth Wood | ||
| Title: Managing Director | ||
| By: | BofA Securities, Inc. | |
| By: | /s/ Michael Liloia | |
| Name: Michael Liloia | ||
| Title: Director | ||
| By: | Morgan Stanley & Co. LLC | |
| By: | /s/ Michael Occi | |
| Name: Michael Occi | ||
| Title: Managing Director | ||
| For themselves and as Representatives of the other Underwriters to be named in Schedule I to the Underwriting Agreement among GoHealth, Inc., GoHealth Holdings, LLC and the Underwriters named therein. | ||