One Microsoft Way
Redmond, Washington 98052
March 2, 2021
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Registration Statement on Form S-4 (File No. 333-253138)
Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Microsoft Corporation, a Washington corporation (the “Company”), respectfully requests that the effective time of the above-referenced Registration Statement on Form S-4 filed by the Company be accelerated to 4:00 p.m. Eastern Time on March 4, 2021 or as soon thereafter as practicable.
[Signature page follows]
|Very truly yours,|
|By:||/s/ Alice L. Jolla|
|Name:||Alice L. Jolla|
Corporate Vice President and Chief
William B. Brentani, Simpson Thacher & Bartlett LLP