May 3, 2022
VIA EDGAR
Division of Corporation Finance
Office of Life Sciences
U.S. Securities and Exchange Commission
100 F Street, N.E., Room 4415
Washington, D.C. 20549-4631
Attn: Mr. David Gessert
Mr. Tim Buchmiller
| Re: | Bausch + Lomb Corporation Registration Statement on Form S-1 Registration No. 333-262148 |
Dear Messrs. Gessert and Buchmiller:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, each of the undersigned, for itself and the several underwriters, hereby joins in the request of Bausch + Lomb Corporation that the effective date for the Registration Statement referred to above be accelerated so that it will be declared effective at 4:00 p.m. Eastern Standard Time on May 5, 2022 or as soon thereafter as is practicable.
Pursuant to Rule 460 of the General Rules and Regulations under the Act, the undersigned advise that as of the date hereof, 1,351 copies of the Preliminary Prospectus dated April 28, 2022 have been distributed to prospective underwriters and dealers, institutional investors, retail investors and others.
The undersigned advise that they have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature Page Follows]
Sincerely,
| By: | Morgan Stanley & Co. LLC | |
| By: | /s/ Chirag D. Surti | |
| Name: Chirag D. Surti | ||
| Title: Vice President | ||
| By: | Goldman Sachs & Co. LLC | |
| By: | /s/ Elizabeth Wood | |
| Name: Elizabeth Wood | ||
| Title: Managing Director | ||
For themselves and as Representatives of
the other Underwriters to be named in
Schedule I to the Underwriting Agreement
between Bausch + Lomb Corporation and
the Underwriters named therein