UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , D.C. 20549 DIVISION OF CORPORATION FINANCE November 20, 2018 Martin P. Dunn Morrison & Foerster LLP
[email protected] Re: Walgreens Boots Alliance, Inc. Incoming letter dated September 15, 2018 Dear Mr. Dunn: This letter is in response to your correspondence dated September 15, 2018, October 24, 2018 and November 15, 2018 concerning the shareholder proposal (the “Proposal”) submitted to Walgreens Boots Alliance, Inc. (the “Company”) by Mercy Investment Services, Inc. et al. (the “Proponents”) for inclusion in the Company’s proxy materials for its upcoming annual meeting of security holders. We also have received correspondence from the Proponents dated October 8, 2018 and October 30, 2018. Copies of all of the correspondence on which this response is based will be made available on our website at http://www.sec.gov/divisions/corpfin/cf-noaction/14a-8.shtml. For your reference, a brief discussion of the Division’s informal procedures regarding shareholder proposals is also available at the same website address. Sincerely, M. Hughes Bates Special Counsel Enclosure cc: Donna Meyer Mercy Investment Services, Inc.
[email protected] November 20, 2018 Response of the Office of Chief Counsel Division of Corporation Finance Re: Walgreens Boots Alliance, Inc. Incoming letter dated September 15, 2018 The Proposal urges the board to report to shareholders describing the corporate governance changes the Company has implemented since 2012 to more effectively monitor and manage financial and reputational risks related to the opioid crisis. We are unable to concur in your view that the Company may exclude the Proposal under rule 14a-8(i)(7).