United States securities and exchange commission logo

                               September 10, 2020

       Trevor Bezdek
       Co-Chief Executive Officer
       GoodRx Holdings, Inc.
       233 Wilshire Blvd., Suite 990
       Santa Monica, CA 90401

                                                        Re: GoodRx Holdings,
Statement on Form S-1
                                                            Filed August 28,
                                                            File No. 333-248465

       Dear Mr. Bezdek:

              We have reviewed your 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

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Registration Statement on Form S-1 Filed August 28, 2020

       Management   s Discussion and Analysis of Financial Condition and
Results of Operations
       Critical Accounting Policies and Estimates
       Stock-Based Compensation , page 107

   1.                                                   We note when
determining the fair value of your common stock, your Board of Directors
                                                        received assistance
from an independent third-party valuation firm. Please clarify whether
                                                        or not a
contemporaneous valuation was performed by this valuation specialist. While
                                                        you are not required to
make reference to this third party, when you do you should also
                                                        disclose the name of
this expert and include the consent of the expert as an exhibit to your
                                                        Form S-1.
   2.                                                   Please disclose the
total fair value of all vested and unvested options and restricted shares
 Trevor Bezdek
GoodRx Holdings, Inc.
September 10, 2020
Page 2
      outstanding as of the most recent balance sheet date. With respect to
your valuation of
      options granted during 2020, please discuss each significant factor
contributing to the
      difference between the fair value as of the date of each grant and the
estimated IPO price.
        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.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration

        You may contact Kathryn Jacobson, Staff Accountant, at (202) 551-3365
or Robert
Littlepage, Accounting Branch Chief, at (202) 551-3361 if you have questions
comments on the financial statements and related matters. Please contact
Matthew Derby, Staff
Attorney, at (202) 551-3334 or Jan Woo, Legal branch Chief, at (202) 551-3453
with any other

FirstName LastNameTrevor Bezdek
                                                            Division of
Corporation Finance
Comapany NameGoodRx Holdings, Inc.
                                                            Office of
September 10, 2020 Page 2
cc:       Benjamin J. Cohen
FirstName LastName