SEC Company Response from BRC Group Holdings, Inc. (RILY, RILYG, RILYL, RILYN, RILYP, RILYT, RILYZ) (CIK 0001464790) (RILY) — Nov 28, 2017

BRC Group Holdings, Inc. (RILY, RILYG, RILYL, RILYN, RILYP, RILYT, RILYZ) (CIK 0001464790)
Date: Nov. 28, 2017 · CIK: 0001464790 · Accession: 0001615774-17-007000

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File numbers found in text: 333-221715

Date

November 28, 2017

Author

Phillip J. Ahn

Form

CORRESP

Company

BRC Group Holdings, Inc. (RILY, RILYG, RILYL, RILYN, RILYP, RILYT, RILYZ) (CIK 0001464790)

Letter

VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance B. Riley Financial, Inc. Registration Statement on Form S-3 File No. 333-221715 Request for Acceleration of Effectiveness

Re:

Dear Ms. Bagley:

Pursuant to Rule 461 of the Securities Act of 1933, as amended, B. Riley Financial, Inc., a Delaware corporation (the “Company”), hereby requests that the Securities and Exchange Commission (“Commission”) take appropriate action to cause the above-referenced Registration Statement to become effective at 5:00 PM Eastern Time on November 29, 2017, or as soon thereafter as practicable.

Please contact Sara Terheggen of Morrison & Foerster LLP at (650) 813-5645 should you have any questions or require additional information regarding this request.

Very truly yours,
B. RILEY FINANCIAL, INC.

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CORRESP
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filename1.htm

VIA EDGAR

November 28, 2017

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

Attn: Ms. Katherine Bagley

    Re:

    B. Riley Financial, Inc.

    Registration Statement on Form S-3

    File No. 333-221715

    Request for Acceleration of Effectiveness

Dear Ms. Bagley:

Pursuant to Rule 461 of the Securities Act
of 1933, as amended, B. Riley Financial, Inc., a Delaware corporation (the “Company”), hereby requests that
the Securities and Exchange Commission (“Commission”) take appropriate action to cause the above-referenced
Registration Statement to become effective at 5:00 PM Eastern Time on November 29, 2017, or as soon thereafter as practicable.

Please contact Sara Terheggen of Morrison &
Foerster LLP at (650) 813-5645 should you have any questions or require additional information regarding this request.

Very truly yours,

B. RILEY FINANCIAL, INC.

/s/ Phillip J. Ahn

Name: Phillip J. Ahn

Title:   Chief Financial Officer and Chief Operating Officer

cc: Sara L. Terheggen, Morrison & Foerster LLP

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