0001193125-15-219150.txt : 20150709 0001193125-15-219150.hdr.sgml : 20150709 20150610134658 ACCESSION NUMBER: 0001193125-15-219150 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150610 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TUBEMOGUL INC CENTRAL INDEX KEY: 0001449278 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 510633881 STATE OF INCORPORATION: CA FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 1250 53RD STREET, SUITE 6 CITY: EMERYVILLE STATE: CA ZIP: 94608 BUSINESS PHONE: 510-653-0677 MAIL ADDRESS: STREET 1: 1250 53RD STREET, SUITE 6 CITY: EMERYVILLE STATE: CA ZIP: 94608 CORRESP 1 filename1.htm CORRESP

J.P. Morgan Securities LLC

383 Madison Avenue

New York, New York 10179

Merrill Lynch, Pierce, Fenner & Smith

            Incorporated

One Bryant Park

New York, New York 10036

June 10, 2015

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-3720

Attn:     Barbara C. Jacobs, Assistant Director
Matthew Crispino, Staff Attorney
Mitchell Austin, Staff Attorney
Re: TubeMogul, Inc.
Registration Statement on Form S-1
File No. 333-204629

Ladies and Gentlemen:

In connection with the above-captioned Registration Statement, we wish to advise that between June 8, 2015 and the date hereof, 549 copies of the Preliminary Prospectus of TubeMogul, Inc. (the “Registrant”) dated June 8, 2015 were distributed by the underwriters solely to institutional investors.

We, the undersigned, as representatives of the several underwriters, have and will, and we have been informed by the participating underwriters that they have and will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended (the “Securities Act”).

Pursuant to Rule 461 under the Securities Act, we hereby join in the request of the Registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:00 p.m. Eastern Time on June 10, 2015, or as soon thereafter as practicable. This acceleration request supersedes the acceleration request made with the Securities and Exchange Commission on June 9, 2015.

 

[SIGNATURE PAGE FOLLOWS]


Very truly yours,

J.P. MORGAN SECURITIES LLC

MERRILL LYNCH, PIERCE, FENNER & SMITH

INCORPORATED

Acting severally on behalf of themselves and the several underwriters
By: J.P. Morgan Securities LLC
By:

/s/ Michael Millman

  Name: Michael Millman
  Title: Managing Director
By: Merrill Lynch, Pierce, Fenner & Smith

Incorporated

By:  

/s/ Richard Spencer

  Name:   Richard Spencer
  Title: Managing Director

 

[SIGNATURE PAGE TO UNDERWRITERS’ ACCELERATION REQUEST]