TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo October 26, 2020 Gad Soffer Chief Executive Officer Consonance-HFW Acquisition Corp. 1 Palmer Square, Suite 305 Princeton, NJ 08540 Re: Consonance-HFW Acquisition Corp. Amendment No. 2 to Registration Statement on Form S-1 Filed October 26, 2020 File No. 333-249394 Dear Mr. Soffer: We have reviewed your amended registration statement and have the following comment. In our comment we may ask you to provide us information so that we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe that our comment applies to your facts and circumstances or do not believe that an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information that you provide in response to the comment, we may have additional comments. Amendment No. 2 to Registration Statement on Form S-1 filed October 26, 2020 Exhibit 5.2, page 1 1. Please revise to remove the "solely" language in the last paragraph. Purchasers of the securities in the offering are entitled to rely on the opinion expressed. For guidance you may wish to refer to Section II.B.3.a. of Staff Legal Bulletin No. 19 (CF). Gad Soffer FirstName LastNameGad SofferCorp. Consonance-HFW Acquisition Comapany October 26,NameConsonance-HFW 2020 Acquisition Corp. October Page 2 26, 2020 Page 2 FirstName LastName Please contact Edward M. Kelly, Senior Counsel, at (202) 551-3728 or Erin M. Purnell, Senior Counsel, at (202) 551-3454 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing