September 13, 2019

John Foley
Chief Executive Officer
Peloton Interactive, Inc.
125 West 25th Street
11th Floor
New York, NY 10001

       Re: Peloton Interactive, Inc.
           Amendment No. 1 to Registration Statement on Form S-1
           Filed September 10, 2019
           File No. 333-233482

Dear Mr. Foley:

       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
response.

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

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

Exhibit 3.1 Sixth Amended and Restated Certificate of Incorporation

1.     Please revise your Amended and Restated Certificate of Incorporation to
disclose that the
       exclusive forum provision does not apply to actions arising under the
Securities Act or
       Exchange Act 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. In this
       regard, please refer to comment 20 in our letter dated June 20, 2019.
        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.
 John Foley
Peloton Interactive, Inc.
September 13, 2019
Page 2

       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
statement.

        You may contact Donna Di Silvio, Staff Accountant, at 202-551-3202 or
Bill Thompson,
Accounting Branch Chief, at 202-551-3344 if you have questions regarding
comments on the
financial statements and related matters. Please contact Jennifer Lopez-Molina,
Staff
Attorney, at 202-551-3792 or Lilyanna Peyser, Special Counsel, at 202-551-3222
with any other
questions.



FirstName LastNameJohn Foley                               Sincerely,
Comapany NamePeloton Interactive, Inc.
                                                           Division of
Corporation Finance
September 13, 2019 Page 2                                  Office of Consumer
Products
FirstName LastName