VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Re:	Great Elm Group, Inc.
	Registration Statement on Form S-1
	File No. 333-264692

Ladies and Gentlemen:

In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Oppenheimer & Co. Inc., as representative of the several Underwriters, hereby joins in the request of Great Elm Group, Inc. that the effective date of the above-captioned Registration Statement be accelerated so that the same will become effective on June 7, 2022 at 3:00 p.m., Eastern Time, or as soon as practicable thereafter.

The following is supplemental information supplied under Rule 418(a)(7) and Rule 460 under the Securities Act of 1933:

(i) Date of preliminary prospectus: June 6, 2022;

(ii) Date of distribution: June 6-7, 2022;

(iii) Number of prospective underwriters to whom the preliminary prospectus was furnished: 4;

(iv) Number of prospectuses so distributed: approximately 500; and

(v) We have been informed by the participating underwriters that they have complied and will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934.

Very truly yours,

Oppenheimer & Co. Inc.

On behalf of itself and the several Underwriters

OPPENHEIMER & CO. INC.

By:	/s/ John D. Nelson
	Name:	John D. Nelson
	Title:	Managing Director