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                            June 25, 2020

       Eric Hobbs, Ph.D
       Chief Executive Officer
       Berkeley Lights, Inc.
       5858 Horton Street, Suite 320
       Emeryville, CA 94608

                                                        Re: Berkeley Lights,
Inc.
                                                            Amendment No. 1 to
Draft Registration Statement on Form S-1
                                                            Submitted June 12,
2020
                                                            CIK No. 0001689657

       Dear Dr. Hobbs:

             We have reviewed your amended draft registration statement and
have the following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

             After reviewing the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Amendment No. 1 to Draft Registration Statement on Form S-1 submitted
June 12, 2020

       Business
       Licenses and Collaborations
       UC Regents license agreement, page 128

   1.                                                   We note your response
to comment 12. Please expand your discussion to quantify the
                                                        value of the shares of
common stock issued to UC Regents at the time of the issuance.
 Eric Hobbs, Ph.D
FirstName LastNameEric Hobbs, Ph.D
Berkeley Lights, Inc.
Comapany NameBerkeley Lights, Inc.
June 25, 2020
Page 2
June 25, 2020 Page 2
FirstName LastName
Description of Capital Stock
Anti-takeover provisions, page 164

2.       We note your response to comment 13. Please also state in the
prospectus that there is
         uncertainty whether a court would enforce such provision. In this
regard, we note that
         Section 22 of the Securities Act creates concurrent jurisdiction for
federal and state courts
         brought to enforce any duty or liability created by the Securities Act
or the rules and
         regulations promulgated thereunder.
        You may contact Julie Sherman at (202) 551-3640 or Angela Connell at
(202) 551-
3426 if you have questions regarding comments on the financial statements and
related
matters. Please contact Chris Edwards at (202) 551-6761 or Christine Westbrook
at (202) 551-
5019 with any other questions.



                                                                Sincerely,

                                                                Division of
Corporation Finance
                                                                Office of Life
Sciences
cc:      Brian J. Cuneo, Esq.