June 6, 2024
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Office of Life Sciences
| Re: | Prelude Therapeutics Incorporated |
Registration Statement on Form S-3
Filed May 30, 2024
File No. 333-279829
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Prelude Therapeutics Incorporated (the “Company”) hereby requests acceleration of the effective date of the above referenced registration statement, as amended, so that such registration statement may become effective at 4:30 p.m. (Washington, D.C. time) on June 10, 2024, or as soon as practicable thereafter.
| PRELUDE THERAPEUTICS INCORPORATED | ||
| By: | /s/ Bryant D. Lim | |
| Name: | Bryant D. Lim | |
| Title: | Chief Legal Officer, Secretary & Interim Chief Financial Officer | |
| cc: | Richard B. Aldridge, Morgan, Lewis & Bockius LLP |
Bryan S. Keighery, Morgan, Lewis & Bockius LLP