March 4, 2024
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3720
| Attention: | Jessica Ansart | ||||||||||
| Re: | Nautilus Biotechnology, Inc. | ||||||||||
| Registration Statement on Form S-3 | |||||||||||
| Filed on February 28, 2024 | |||||||||||
| File No. 333-277437 | |||||||||||
| Acceleration Request | |||||||||||
| Requested Date: | March 6, 2024 | ||||||||||
| Requested Time: | 4:00 p.m. Eastern Time, or as soon thereafter as practicable | ||||||||||
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Nautilus Biotechnology, Inc. (the “Company”) hereby requests that its Registration Statement on Form S-3 (File No. 333-277437) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Wilson Sonsini Goodrich & Rosati, P.C., by calling Zachary B. Myers at (858) 350-2350.
| Sincerely, | |||||
| NAUTILUS BIOTECHNOLOGY, INC. | |||||
| By: | /s/ Sujal Patel | ||||
| Sujal Patel | |||||
| President and Chief Executive Officer | |||||
| cc: | Anna Mowry, Nautilus Biotechnology, Inc. | ||||
| Matthew Murphy, Nautilus Biotechnology, Inc. | |||||
| Zachary B. Myers, Wilson Sonsini Goodrich & Rosati | |||||