TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo May 3, 2021 Sanjiv K. Patel, M.D. Chief Executive Officer Relay Therapeutics, Inc. 399 Binney Street, 2nd Floor Cambridge, MA 02139 Re: Relay Therapeutics, Inc. Registration Statement on Form S-1 Filed April 28, 2021 File No. 333-255583 Dear Dr. Patel: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Christine Westbrook at 202-551-5019 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Gabriela Morales-Rivera, Esq.