VIA EDGAR TRANSMISSION
April 3, 2019
Division of Corporation Finance
United States Securities and Exchange Commission
100 F Street, N.E.
Mail Stop 4720
Washington, D.C. 20549
Attn: Kevin Woody
| Re: | Merus N.V. |
Registration Statement on Form F-1
Filed December 27, 2019, as amended
Registration No. 333-229044
Dear Mr. Woody:
In accordance with Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, we hereby request the acceleration of the effective date of the above-referenced Registration Statement so that it will become effective on Friday, April 5, 2019 at 4:00 p.m. Eastern Time or as soon thereafter as practicable, or at such later time as Merus N.V. (the “Company”) or its counsel may request via telephone call to the staff. Please contact Peter Handrinos of Latham & Watkins LLP, counsel to the Company, at (617) 948-6060, or in his absence, Jennifer Yoon at (617) 880-4540, to provide notice of effectiveness, or if you have any other questions or concerns regarding this matter.
| Sincerely yours, | ||
| Merus N.V. | ||
| By: | /s/ Ton Logtenberg | |
| Ton Logtenberg | ||
| President, Chief Executive Officer and Principal Financial Officer | ||
| cc: | Peter Silverman, General Counsel, Merus N.V. |
Peter Handrinos, Latham & Watkins LLP