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SEC Correspondence

 www.duanemorris.com

 January 27, 2012

 VIA EDGAR

 United States Securities and Exchange

Commission

 100 F Street, N.E.

Washington, DC 20549

 Attention: Ms. Suzanne
Hayes

Re:    Institutional Financial Markets, Inc.

Form 10-K for Fiscal Year Ended December 31, 2010

Filed March 4, 2011

 Form 10-Q for Fiscal Quarter Ended September 30, 2011

 Filed November 9, 2011

 File
No. 001-32026

 FIRM and AFFILIATE OFFICES

 NEW YORK

 LONDON

 SINGAPORE

 PHILADELPHIA

 CHICAGO

 WASHINGTON, DC

 SAN FRANCISCO

 SAN DIEGO

 BOSTON

 HOUSTON

 LOS ANGELES

 HANOI

 HO CHI MINH CITY

 ATLANTA

 BALTIMORE

 WILMINGTON

 MIAMI

 PITTSBURGH

 NEWARK

 LAS VEGAS

 CHERRY HILL

 BOCA RATON

 LAKE TAHOE

 MEXICO CITY

 ALLIANCE WITH

 MIRANDA & ESTAVILLO

 Dear Ms. Hayes:

 On behalf of Institutional Financial Markets, Inc. (the “Company”, or “IFMI”), this letter responds to the comments of the staff (the “Staff”) of the Securities and Exchange
Commission (the “Commission”) contained in your letter dated January 6, 2012 regarding the reports listed above filed by the Company with the Commission.

 Set forth below are your comments followed by the Company’s responses.

 Form 10-K for
Fiscal Year Ended December 31, 2010

 Item 1. Business

 Permanent Capital Vehicles, page 9

1.
Please identify the other party in your Star Asia Management joint venture and tell us why you believe you are not required to file the joint venture agreement as an
exhibit to your filing.

 Company Response: The other party in the Star Asia Management joint venture is Star Asia
Mercury LLC (formerly, Mercury Partners, LLC). This fact is disclosed on page F-16 of the Form 10-K under the heading Star Asia Management, LTD (“Star Asia Manager”) and Star Asia Finance, Limited (“Star Asia”). In future
filings, the Company will add the name of the other

DUANE MORRIS LLP

30 SOUTH 17TH STREET     PHILADELPHIA, PA 19103-4196

PHONE: +1 215 979 1000     FAX: +1 215 979 1020

 January 27, 2012

  Page
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 party to the Star Asia Management joint venture to the disclosure regarding the Star Asia Manager in
Item 1 of the Annual Report on Form 10-K.

 The Company does not believe that it is required to file the joint venture agreement as an
exhibit to its filing because (1) the Company considers the agreement to be in the ordinary course of its business, and (2) the Company believes the joint venture agreement is not material. With respect to the agreement being in the
ordinary course of business, the Company notes that the agreement merely represents an investment in Star Asia Manager and that the Company has a number of principal and equity method investments carried on its balance sheet. In addition, Star Asia
Manager performs asset management services for Star Asia. The Company performs asset management services in the ordinary course of its business. With respect to materiality, the Company notes that it received approximately $975,000 in cash from Star
Asia Manager in fiscal year 2010, or approximately 0.8% of its total revenues in the year ended December 31, 2010, and that its investment in Star Asia Manager as of December 31, 2010 had a carrying value of approximately $200,000, or
approximately 0.07% of its total assets as of such date. Thus, the Company believes that the Star Asia Manager joint venture does not have a material impact on the Company’s results of operations, financial condition, or cash flows and,
accordingly, the Company has not filed the joint venture agreement with the Commission.

 Item 8. Financial Statements and
Supplementary Data

 Note 10 – Fair Value Disclosures, page F-37

 U.S. Government Agency Mortgage-Backed Securities and Collateralized Mortgage Obligations, page F-41

2.
We note in valuing your securities such as U.S. government agency mortgage-backed securities and collateralized mortgage obligations as well as your investment in
Star Asia as discussed on page F42 you may utilize an internal valuation model to determine the respective fair value. Please expand your disclosure in future filings to describe the type of valuation models used and assumptions made when
determining the fair value of Star Asia and the U.S. government agency mortgage-backed securities and collateralized mortgage obligations securities.

 Company Response: In accordance with the Staff’s comment, the Company will expand its disclosure in future filings to describe the type of valuation models used and assumptions made when
determining the fair value of Star Asia, U.S. government agency mortgage-backed securities, collateralized mortgage obligation securities, and other securities where the Company may utilize an internal valuation model.

The exact disclosure in future filings will be dependent upon the securities the Company owns, and whether or not internal valuation models are used for
such securities. The Company has not yet completed its 2011 financial close and valuation work. However, the Company provides the following illustrative expanded disclosure, assuming the same securities are held at December 31, 2011:

 January 27, 2012

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 Proposed Disclosure for Star Asia

 Star Asia accounts for itself as an investment company as described in ASC 946 Financial Services – Investment Companies. As an investment company, Star Asia carries its assets at fair value
and reports NAV per share to its investors. However, Star Asia issued subordinated debt securities in 2009 at a significant discount to par. Upon issuance, Star Asia did not elect the fair value option for these liabilities and was not required to
do so under ASC 946. Over time, it is the Company’s assessment that the fair value of the subordinated debt securities has diverged from its carrying value. Because Star Asia’s published NAV is calculated using the amortized cost of these
subordinated debt securities, the Company has concluded it would be appropriate to adjust Star Asia’s reported NAV to recalculate it as if Star Asia’s subordinated debt were recorded at fair value as opposed to its historical amortized
cost. The Company estimates the fair value of Star Asia’s subordinated debt securities by projecting the remaining debt cash outflows and discounting them at an estimated market rate as of the reporting date, for similar non-investment grade
long term subordinated debt issuances.

 The Company used discount rates of 10.35% and [—] as
of December 31, 2010 and December 31, 2011 respectively in determining the fair value of Star Asia’s subordinated debt securities. If the Company had used Star Asia’s unadjusted NAV, rather than the Company’s financial model
described above in determining the fair value of the Company’s investment in Star Asia, the Company would have recorded its investment in Star Asia at a value of $44,756 and [—] as of
December 31, 2010 and December 31, 2011, respectively, as compared to the fair value as determined by the Company’s internal valuation model of $38,025, and [—] as of December 31,
2010 and December 31, 2011, respectively.

 Proposed Disclosure for U.S. Government Agency Mortgage-Backed Securities and
Collateralized Mortgage Obligations

 The fair values of U.S. Government Agency and Mortgage Backed Securities and Collateralized
Mortgage Obligations which are classified as level 3 are determined primarily using discounted cash flow and OAS (option adjusted spread) methodologies. Key inputs to these models are interest rates and prepayment rates. Attributes of the
underlying mortgage loans, in the case of collateralized mortgage obligations, that affect the pricing inputs include, but are not limited to, weighted average coupon; average and maximum loan size; loan-to-value ratios; credit scores; documentation
type; geographic location; weighted average loan age; originator; servicer; and historical prepayment. Yield curves used in the discounted cash flow models are based on observed market prices for comparable securities and published interest rate
data to estimate market yields.

 January 27, 2012

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 Note 27 – Commitments and Contingencies, page F-77

Legal and Regulatory Proceedings, page F-77

3.
You have disclosed that management believes that none of its routine legal proceedings will have a material adverse effect on the company’s financial condition.
Please expand your disclosure in future filings to discuss the effect of such proceedings on the company’s operations and cash flows.

 Company Response: In accordance with the Staff’s comment, the Company will expand its disclosure in future filings to discuss the effect of legal proceedings on the Company’s operations
and cash flows. The actual disclosure in future filings will depend on the then current status of legal proceedings against the Company as well as management’s assessment at that time. The Company has not completed its assessment of outstanding
legal matters as of December 31, 2011. However, based on information available to management at the time of issuance of the Form 10-K for the period ended December 31, 2010, the Company would have expanded its disclosure as follows to
address the Staff’s comment:

 Management believes that the results of these routine legal proceedings and regulatory
matters will not have a material adverse effect on the Company’s financial condition, or on the Company’s operations and cash flows. However, the Company cannot estimate the legal fees and expenses to be incurred in connection with these
routine matters and, therefore, is unable to determine whether these future legal fees and expenses will have a material impact on the Company’s operations and cash flows. It is the Company’s policy to expense these legal fees and expenses
as incurred.

4.
In addition, ASC Subtopic 450-20 requires you to establish accruals for litigation and other contingencies when it is probable that a loss has been incurred and the
amount of the loss can be reasonably estimated. When a loss is not both probable and estimable, an accrual is not recorded, but disclosure of the contingency is required to be made when there is at least a reasonable possibility that a loss or an
additional loss has been incurred. To the extent that you are unable to assert that the effect of such proceedings are not material to your results of operations and cash flows, please revise your future filings to disclose an estimate of the
possible loss or range of loss in excess of amounts accrued or to state that such an estimate cannot be made.

 Company
Response: As previously stated, the Company has not completed its assessment of outstanding legal matters and other contingencies as of December 31, 2011. However, in accordance with your comment, to the extent that the Company is not able
to assert that the effect of litigation and other contingencies are not material to its results of operations and cash flows, the Company will expand future filings (beginning with the Form 10-K for the period

 January 27, 2012

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ended December 31, 2011) to disclose an estimate of the possible loss or range of loss in excess of amounts accrued or will state that such an estimate cannot be made.

Item 11. Executive Compensation

Definitive Proxy Statement on Schedule 14A filed on April 26, 2011

 Compensation of Executive Officers, page 16

5.
Please expand the footnote disclosure to provide the following additional information:

•

 A general description of the formula or criteria to be applied in determining the amounts paid pursuant to any non-equity incentive plans;
and

•

 The factors that the Compensation Committee considered when determining to pay out the awards 60% in cash and 40% in equity.

 Please refer to Item 402(o) of Regulation S-K for additional information.

Company Response: The Company believes that the disclosure set forth in the paragraph following the footnotes to the Summary Compensation Table
addresses the requirement set forth in Item 402(o)(5) to disclose “a general description of the formula or criteria to be applied in determining the amounts payable” pursuant to any non-equity incentive plans. Specifically, the
Company noted in such paragraph that “the Compensation Committee established performance targets for each of the named executive officers based on (a) adjusted pre-tax income, and (b) adjusted revenue.” The foregoing statement
discloses the criteria pursuant to which the non-equity incentive plan awards were determined.

 The Company believes that the Staff’s
request that the Company disclose the factors that the Compensation Committee considered when determining to pay out the awards 60% in cash and 40% in equity is not required by Item 402(o). In this regard, the Company does not believe that
disclosure of the Compensation Committee’s reasoning is a material factor necessary to an understanding of the fact that 60% was paid in cash and 40% was paid in equity, which the Company believes constitutes the relevant data reflected in the
Summary Compensation Table. The Company respectfully notes that none of the examples set forth in Item 402(o) specifically refer to factors that the Compensation Committee considered when determining to pay out the awards in cash and in equity.
In addition, none of the examples set forth in Item 402(o) generally refer to the reasoning of a Board or a Compensation Committee in coming to any determination which might be reflected in the Summary Compensation Table. While the Company
acknowledges that such disclosures are common in the Compensation Discussion and Analysis of larger companies, the Company believes that if the Commission had determined that such information constituted material factors necessary to an
understanding of the information disclosed in the Summary Compensation Table, the Commission would have included them in the examples in Item 402(o), particularly since the Commission included, in Item 402(b)(2)(ii) of Regulation S-K
(applicable to the Compensation Discussion and Analysis of larger companies), a requirement to disclose the “policies for allocating between cash and non-cash compensation.”

 January 27, 2012

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 Form 10-Q for the Fiscal Quarter Ended September 30, 2011

Note 4 – Acquisitions, page 13

PrinceRidge, page 13

6.
We note you entered an agreement with PrinceRidge Partners LLC in which you contributed $45 million, comprised of cash, amounts payable, and all of the equity
ownership interests in Cohen & Company Capital Markets, LLC, in exchange for a 70% interest in each of the PrinceRidge Entities. You determined that the purchase price of this acquisition was $18.5 million, which represents the fair value
of the redeemable non-controlling interest of PrinceRidge. Explain to us how you concluded that the value of the PrinceRidge’s equity interests was a more reliably measurable in determining the purchase price than the fair values of the assets
transferred and the equity interests issued by the company. Tell us whether you have an estimation of the value of the equity ownerships interest in Cohen & Company Capital Markets, LLC. If you have such values, tell us the amount of such
values and tell us how the valuation of the acquisition using the value of Cohen & Company Capital Markets, LLC as a basis for the purchase price compares to the purchase price used based on the fair value of the redeemable non-controlling
interests of PrinceRidge.

 Company Response:

 Please note that all amounts in this response are in thousands except for percentages. In a traditional acquisition accounted for under the purchase method, the acquirer transfers consideration to the
owners of the acquiree in exchange for the controlling ownership interest in the acquiree. In such a transaction, the actual consideration goes to the owners of the target and not the target entity itself.

However, in this case, IFMI contributed net assets of $45,000, comprised of cash, amounts receivable, and all of the equity ownership interest in
Coh