SecProbe.io

CORRESP
1
filename1.htm

May
25, 2021

VIA
EDGAR

Securities
and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 RE: 1847
Goedeker Inc. (“Company”)

Registration
Statement on Form S-1

(File No. 333-255709) (the “Registration Statement”)

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended (the “Securities Act”),
ThinkEquity, a division of Fordham Financial Management Inc., as representative of the underwriters of the offering, hereby joins the
request of the Company that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become
effective on Wednesday, May 26, 2021, at 5:00 p.m., ET, or as soon thereafter as practicable.

Pursuant
to Rule 460 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf
of the several underwriters, wish to advise you that, through May 24, 2021, we distributed to each underwriter or dealer, who is reasonably
anticipated to be invited to participate in the distribution of the security, as many copies, as well as “E-red” copies of
the Preliminary Prospectus dated May 24, 2021, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We
have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

    Very truly yours,

    THINKEQUITY

    A Division of Fordham Financial Management, Inc.

    By:
    /s/
    Kevin Mangan

    Name:
     Kevin Mangan

    Title:
     Managing Director,

Head of Equity Syndicate