SecProbe.io

CORRESP
1
filename1.htm

January
15, 2025

VIA
EDGAR

United
States Securities and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549

Attention:
Ronald (Ron) E. Alper

    Re:
    Hennessy
    Capital Investment Corp. VII

    Registration
    Statement on Form S-1

    Filed
    November 8, 2024

    File
    No. 333-283087

Dear
Mr. Alper:

Pursuant
to Rule 461 under the Securities Act of 1933, as amended (the “Act”), the undersigned hereby joins in the request of Hennessy
Capital Investment Corp. VII that the effective date of the above-referenced Registration Statement be accelerated so as to permit it
to become effective at 4:00 p.m. Eastern Time on January 16, 2025, or as soon thereafter as practicable.

Pursuant
to Rule 460 of the General Rules and Regulations under the Act, the undersigned wishes to advise you that there will be distributed to
each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed
form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The
undersigned advises that it has complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange
Act of 1934, as amended.

*
* *

[Signature
Page Follows]

    Very
    truly yours,

    Cohen
    & Company Capital Markets,  a division of J.V.B. Financial Group, LLC

    By:
    /s/
    Jerry Serowik

    Name:
     Jerry Serowik

    Title:
     Senior Managing Director and Head of Capital Markets

    Loop
    Capital Markets LLC

    By:
    /s/
    Michael Jackson

    Name:
     Michael Jackson

    Title:
     Managing Director

    Clear
    Street LLC

    By:
    /s/
    Ryan Gerety

    Name:
     Ryan Gerety

    Title:
     Managing Director

[Signature
Page to UW Acceleration Request]