Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
Goldman Sachs & Co. LLC
200 West Street
New York, New York 10282
February 12, 2025
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Technology
100 F Street, N.E.
Washington, D.C. 20549
| Attention: | Alexandra Barone |
| Mitchell Austin |
| Re: | SailPoint Parent, LP |
Registration Statement on Form S-1
Registration File No. 333-284339
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the Act), we, the representatives of the several underwriters (the Representatives), hereby join in the request of SailPoint Parent, LP (the Company) for acceleration of the effective date of the above-referenced Registration Statement on Form S-1, as amended, so that it will be declared effective at 4:00 PM Eastern Daylight Time, on February 12, 2025 or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Kirkland & Ellis LLP, may orally request via telephone call that such Registration Statement be declared effective.
Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus to underwriters, dealers, institutions and others prior to the requested effective time of the Registration Statement.
We, the undersigned, as the Representatives, each confirm on behalf of ourselves and the other participating underwriters that we have complied and will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced issuance.
| Very truly yours, | ||
| MORGAN STANLEY & CO. LLC GOLDMAN SACHS & CO. LLC | ||
| MORGAN STANLEY & CO. LLC | ||
| By: | /s/ Adam Bruton | |
| Name: Adam Bruton | ||
| Title: Executive Director | ||
| GOLDMAN SACHS & CO. LLC | ||
| By: | /s/ William Connolly | |
| Name: William Connolly | ||
| Title: Partner, Head of Technology ECM | ||
[Signature Page to Acceleration Request Underwriters]