CORRESP 1 filename1.htm

August 7, 2012

BY EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

Attention:	Mr. Max A. Webb
Re:	Manchester United Ltd. (the “Registrant”)
	Public offering of up to 19,166,667 Class A Ordinary Shares
	Registration Statement on Form F-1, as amended,
	File No. 333-182535

Dear Mr. Webb:

In connection with the proposed offering of the above-captioned Class A Ordinary Shares, we wish to advise you that we, as representatives of the underwriters, hereby join with the Registrant’s request that the effective date of the above-captioned Registration Statement be accelerated so that the same will become effective by 3:00 p.m., Eastern Time, on August 9, 2012 or as soon as practicable thereafter.

Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended, we wish to advise you that we have distributed 9152 copies of the preliminary prospectus issued July 30, 2012 through the date hereof, to underwriters, dealers, institutions and others.

Supplemental information supplied under Rule 418(a)(7) under the Securities Act of 1933:

	(i)	Date of Preliminary Prospectus:  July 30, 2012
	(ii)	Dates of distribution:  July 30, 2012 – to date
	(iii)	Number of prospective underwriters and dealers to whom the preliminary prospectus was furnished:  13
	(iv)	Number of prospectuses furnished to investors:  8937
	(v)	Number of prospectuses distributed to others, including the Registrant, the Registrant’s counsel, independent accountants, and underwriters’ counsel:  215

The undersigned advise that they have complied and will continue to comply, and we have been informed by participating Underwriters that they have complied and will continue to comply, with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

	Very truly yours,
	JEFFERIES & COMPANY, INC.
	CREDIT SUISSE SECURITIES (USA) LLC
	J.P. MORGAN SECURITIES LLC
	MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
	DEUTSCHE BANK SECURITIES INC.
	as Representatives of the several Underwriters
	JEFFERIES & COMPANY, INC.
	By:	/s/ Jesse Mark
		Name:  Jesse Mark
		Title:  Managing Director
	CREDIT SUISSE SECURITIES (USA) LLC
	By:	/s/ Kristin De Clark
		Name:  Kristin De Clark
		Title:  Director
	J.P. MORGAN SECURITIES LLC
	By:	/s/ Liz Myers
		Name:  Liz Myers
		Title:  Head of ECM Americas, Managing Director
	MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
	By:	/s/ Palma Mazzolla
		Name:  Palma Mazzolla
		Title:  Director

	DEUTSCHE BANK SECURITIES INC.
	By:	/s/ Keith Wargo
		Name:  Keith Wargo
		Title:  Group Head
	By:	/s/ Johnathon Tretler
		Name:  Johnathon Tretler
		Title:  Managing Director

cc:           John B. Meade, Esq., Davis Polk & Wardwell LLP