CORRESP 1 filename1.htm CORRESP

August 26, 2020

VIA EDGAR

Ms. Deborah O’Neal

Ms. Christina DiAngelo Fettig

U.S. Securities and Exchange Commission

Division of Investment Management

100 F Street, N.E.

Washington, D.C. 20549

 

Re:

Great Elm Capital Corp.

Registration Statement on Form N-2 (File No. 333- 239839)

Dear Ms. O’Neal and Ms. Fettig:

In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Securities Act”), Imperial Capital, LLC and Piper Sandler & Co., as dealer managers for the offering, hereby join in the request of Great Elm Capital Corp. that the effective date of the above-captioned Registration Statement be accelerated so that the same will become effective at 4:00 p.m., Eastern Time, on Friday, August 28, 2020, or as soon thereafter as is practicable.


Very truly yours,
IMPERIAL CAPITAL, LLC
As Dealer Manager
By:  

/s/ Christopher Shepard

Name:   Christopher Shepard
Title:   EVP, Co-Head of Investment Banking
PIPER SANDLER & CO.
As Dealer Manager
By:  

/s/ Britten S. Cosgrove

Name:   Britten S. Cosgrove
Title:   Managing Director