January 29, 2020

John Evans
Chief Executive Officer
Beam Therapeutics Inc.
26 Landsdowne Street
Cambridge, MA 02139

       Re: Beam Therapeutics Inc.
           Amendment No. 1 to Registration Statement on Form S-1
           Filed January 17, 2020
           Amendment No. 2 to Registration Statement on Form S-1
           Filed January 27, 2020
           File No. 333-233985

Dear Mr. Evans:

      We have reviewed your amended 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 amending your registration statement
and providing the
requested information. 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 any amendment to your registration statement and the
information you
provide in response to these comments, we may have additional comments. Unless
we note
otherwise, our references to prior comments are to comments in our October 7,
2019 letter.

Amendment No. 2 to Registration Statement on Form S-1

Dilution, page 92

1.     Please provide us calculations supporting "Pro forma net tangible book
value per share of
       common stock as of September 30, 2019" of $3.24 per share and "Pro forma
as adjusted
       net tangible book value per share of common stock after the offering" of
$4.78 per share.
       Also, explain your basis for including redeemable convertible stock of
$298,786 in
       determining "Historical net tangible book value per share of common
stock at September
       30, 2019." In addition, explain your basis for including 3,043,669
shares of unvested
       restricted stock that is "not issued and outstanding for accounting
purposes and not
 John Evans
Beam Therapeutics Inc.
January 29, 2020
Page 2
      included in our consolidated financial statements." Refer us to the
technical guidance
      upon which you relied and revise your presentation accordingly.
General

2.    We note that your forum selection provision identifies the Court of
Chancery of the State
      of Delaware as the exclusive forum for certain litigation, including any
"derivative
      action." Please disclose whether this provision applies to actions
arising under
      the Exchange Act. In that regard, we note that Section 27 of the Exchange
Act creates
      exclusive federal jurisdiction over all suits brought to enforce any duty
or liability created
      by the Exchange Act or the rules and regulations thereunder. If this
provision does not
      apply to actions arising under the Securities Act or Exchange Act, please
also ensure that
      the exclusive forum provision in the governing documents states this
clearly, or tell us
      how you will inform investors in future filings that the provision does
not apply to any
      actions arising under the Securities Act or Exchange Act.
        You may contact Franklin Wyman at (202) 551-3660 or Lisa Vanjoske at
(202) 551-
3614 if you have questions regarding comments on the financial statements and
related
matters. Please contact Tonya K. Aldave at (202) 551-3601 or Dietrich King at
(202) 551-8071
with any other questions.



                                                             Sincerely,
FirstName LastNameJohn Evans
                                                             Division of
Corporation Finance
Comapany NameBeam Therapeutics Inc.
                                                             Office of Life
Sciences
January 29, 2020 Page 2
cc:       Marc A. Rubenstein, Esq.
FirstName LastName