May 20, 2016

Via EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 

Re:

Clearside Biomedical, Inc. (the “Company”)

Registration Statement on Form S-1 (File No. 333-208916)

Ladies and Gentlemen:

As representatives of the several underwriters of the Company’s proposed public offering of up to 4,000,000 shares of common stock, we hereby join the Company’s request that the effective date of the above-referenced Registration Statement be accelerated so that the above-referenced Registration Statement will be declared effective at 4:00 p.m. (EDT) on May 24, 2016, or as soon thereafter as is practicable.

Pursuant to Rule 460 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act of 1933, as amended, we wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus, dated May 11, 2016, through the date hereof:

Preliminary Prospectus dated May 11, 2016:

1,875 copies to prospective underwriters, institutional investors, dealers and others

The undersigned advise that they have complied and will continue to comply, and that they have been informed by the participating underwriters and dealers that they have complied and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Remainder of Page Intentionally Left Blank]

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Very truly yours,

COWEN AND COMPANY, LLC

STIFEL, NICOLAUS & COMPANY, INCORPORATED

As Representatives of the several Underwriters

 

COWEN AND COMPANY, LLC
By:		/s/ Jason Fenton
		Name: Jason Fenton
		Title: Managing Director

 

STIFEL, NICOLAUS & COMPANY, INCORPORATED
By:		/s/ Nicholas Oust
		Name: Nicholas Oust
		Title: Managing Director

[Signature Page to Underwriter Acceleration Request]