January 22, 2021
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
| Re: | Great Elm Group, Inc.
Registration Statement on Form S-3 (Registration No. 333-252236) |
Ladies and Gentlemen:
On behalf of Great Elm Group, Inc. (the “Company”), the undersigned hereby requests, pursuant to Rule 461 of Regulation C promulgated under the Securities Act of 1933, that the effective time of the Registration Statement on Form S-3 (File No. 333-252236) (the “Registration Statement”) of the Company be accelerated to 4:00 p.m., Eastern Time, on January 26, 2021, or as soon as practicable thereafter. The Company respectfully requests that you notify Rory T. Hood of such effectiveness by a telephone call to (212) 326-3814.
Please contact Rory T. Hood at Jones Day at (212) 326-3814 if you have any questions concerning this matter. Thank you for your continued attention to this matter.
| | Very truly yours, |
| | | | |
| | GREAT ELM GROUP, INC. |
| | | | |
| | By: | /s/ Adam M. Kleinman |
| | | Name: | Adam M. Kleinman |
| | | Title: | President and Chief Operating Officer |
