M III Acquisition Corp.
3 Columbus Circle
New York, NY 10019
|May 19, 2016|
Office of Manufacturing and Construction
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
|Re:||M III Acquisition Corp.|
|Registration Statement on Form S-1|
|Filed April 19, 2016, as amended|
|File No. 210817|
Dear Ms. Long:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, M III Acquisition Corp. (the “Registrant”) hereby requests acceleration of effectiveness of the above referenced Registration Statement so that it will become effective at 4:00 p.m. EST on Monday, May 23, 2016, or as soon as thereafter practicable.
Please note that we acknowledge the following:
|·||should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;|
|·||the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and|
|·||the Registrant may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.|
|Very truly yours,|
|/s/ Mohsin Y. Meghji|
|Mohsin Y. Meghji|
|Chairman and Chief Executive Officer|
|cc:||Ellenoff Grossman & Schole LLP|