April 8, 2014
Via EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3561
Attention: Mara L. Ransom
Re: | Request for Acceleration of Effectiveness of Registration Statement on Form S-1 (Registration No. 333-192542) of Enable Midstream Partners, LP, a Delaware limited partnership |
Ladies and Gentlemen:
As representatives of the several underwriters of Enable Midstream Partners, LPs (the Partnership) proposed initial public offering of up to 28,750,000 common units representing limited partner interests, we hereby join the Partnerships request for acceleration of effectiveness of the above-referenced Registration Statement, requesting effectiveness for 1:00 p.m. (Washington, D.C. time) on April 10, 2014, or as soon thereafter as is practicable.
Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, we wish to advise you that we have effected the following distribution of the preliminary prospectus relating to the Partnerships initial public offering, dated April 1, 2014, through the date hereof:
Preliminary Prospectus dated April 1, 2014
Approximately 10,113 copies to prospective underwriters, institutional investors, dealers and others.
The undersigned advises that the underwriters have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934.
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Very truly yours, | ||||
MORGAN STANLEY & CO. LLC | ||||
BARCLAYS CAPITAL INC. | ||||
GOLDMAN, SACHS & CO. | ||||
As Representatives of the several Underwriters | ||||
MORGAN STANLEY & CO. LLC | ||||
BY: | /s/ Alice Vilma | |||
Name: | Alice Vilma | |||
Title: | Executive Director | |||
BARCLAYS CAPITAL INC. | ||||
BY: | /s/ Victoria Hale | |||
Name: | Victoria Hale | |||
Title: | Vice President | |||
GOLDMAN, SACHS & CO. | ||||
BY: | /s/ Adam Greene | |||
Name: | Adam Greene | |||
Title: | Vice President |
SIGNATURE PAGE
ACCELERATION REQUEST LETTER