SecProbe.io

July 9, 2015

Via E -mail
Paul Zepf, Chief Executive Officer
Global Partner Acquisition Corp.
c/o Ellenoff Grossman & Schole LLP
1345 Avenue of the Americas
New York, NY 10105

Re: Global Partner Acquisition Corp.
Registration Statement on Form S -1
Filed June 12, 2015
  File No. 333 -204907

Dear Mr. Zepf :

We have reviewed your registration statement  and have the following comments.  In
some of our comments, we may ask you to provide  us with information so we may better
understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or d o not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.

General

1. Please provide us with copies of any graphics, maps, photographs, and related captions or
other artwork including logos that you intend to use in the prospectus.  Such graphics and
pictorial representations should not be included in any preliminary prospectus distributed
to prospective investors prior to our review.

2. Please supplementally provide us with copies of all written communications, as defined
in Rule 405 under the Securities Act, that you , or anyone authorized to do so on your
behalf , present to potential investors in reliance on Section 5(d) of the Securities Act,
whether or not they retain copies of the communications.

Paul Zepf
Global Partner Acquisition Corp.
July 9, 2015
Page 2

 Founder Shares, page 13

3. We note your disclosure on page 13 that in the event that you submit your initial business
combination to a shareholder vote, the sponsor has agreed to vote its shares in favor of
the business combination.  We further note your disclosure on page 19 that a business
combination subjected to a shareholder vote requires approval of a majority of the
outstanding common shares.  Please disclose the number and the percentage of the shares
offered in this registration statement that would be required to vote in favor of a business
combination in order for it to be approved, given that at least 3,881,250 sh ares owned by
the Sponsor are subject to an agreement to vote in favor of the business combination.

Redemption Rights in connection with proposed amendments to our certificate of incorporation,
page 21

4. We note your disclosure that your sponsor, executiv e officers, directors, and director
nominees have agreed pursuant to a written agreement to not propose an amendment to
your certificate of incorporation that would affect your obligation to redeem 100% of
your public shares in the event that a business co mbination is not completed within 24
months.  Please clarify whether this written agreement refers to the letter agreement that
is to be filed as Exhibit 10.2.  Additionally, please ensure that all material written
agreements referenced in the registration  statement between you and your sponsor,
officers, directors, director nominees, and advisors are filed as exhibits to this registration
statement.  Please refer to Item 601(b)(10)(ii)(A) of Regulation S -K.

Risk Factors, page 28

5. Please add risk factor disclosure discussing your management’s and sponsor’s lack of
experience in running a special purpose acquisition corporation.

Dilution, page 62

6. Please tell us how you have calculated the amounts Increase attributable to public
stockholders and Decrease attributable to public shares subject to redemption.   We note
that the amounts currently in the table do not foot to $1.20.

Directors and Executive Officers, page 102

7. Please revise your description of the business experience for each of your directors,
officers, and director nominees to state each individual ’s affiliation with your sponsor.

8. Please revise your disclosure to identify your independent directors.  Refer to Item 407(a)
of Regulation S -K.

Paul Zepf
Global Partner Acquisition Corp.
July 9, 2015
Page 3

 Advisors, page 104

9. We note your disclosure regarding the business experience of your three advisors.  Please
expan d upon your disclosure to state the services that your advisors will provide to you
and to explain the differences between your directors and your advisors.

Exec utive Officer and Director Compensation, page 105

10. We note your disclosure on page 106 that you may pay a member of your combined team
a fee for financial advisory services rendered in connection with your identification,
negotiation and consummation of yo ur initial business transaction.  Please clarify whether
this fee may be paid out of the offering proceeds deposited into the trust account upon the
completion of your initial business combination.  Please also clarify whether the per -
share amount distribu ted to redeeming shareholders upon the completion of your initial
business combination will be reduced by the financial advisory services fee.  Further,
please disclose the individuals responsible for determining whether the fee will be paid
and explain th e considerations they will weigh in making such a determination.

Exhibit Index

11. Please file all required exhibits as promptly as possible.  If you are not in a position to file
your legal opinion with the next amendment, please file a draft copy on EDGA R as
correspondence.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 193 3 and
all applicable Securities  Act rules require.   Since the company and its management are in
possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Notwithstanding our comments, in the event  you request acceleration of the effective date
of the pending regist ration statement , please provide  a written statement from the company
acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, declare the
filing e ffective, 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 company from its full responsibility for
the adequacy and accuracy of the disclosure in the filing; and

Paul Zepf
Global Partner Acquisition Corp.
July 9, 2015
Page 4

  the company 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 feder al
securities laws of the United States.

Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that thos e requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration statement .  Please allow
adequate time  for us to review any amendment prior to the requested effective date of the
registration statement.

You may contact Eric McPhee  at (202) 551 -3693  or Wilson Lee  at (202) 551 -3468  if you
have questions regarding comments o n the financial statements and related matters.  Please
contact Rahul Patel at (202) 551 -3799  or Coy Garrison at (202) 551 -3466 with any other
questions.

Sincerely,

 /s/ Tom Kluck

Tom Kluck
Legal Branch Chief