VIA EDGAR
September 19, 2014
| Re: | Acceleration Request for Medley Management Inc. Registration Statement on Form S-1 (File No. 333-198212) |
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Christian Windsor, Esq.
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, we attach the requests of our client, Medley Management Inc., and of the underwriters that effectiveness of the above-referenced Registration Statement be accelerated to 3:00 p.m., Washington, D.C. time, on September 23, 2014, or as soon as practicable thereafter.We ask, however, that the Securities and Exchange Commission staff not accelerate such effectiveness until we speak with you on that date.
Please call me at (212) 455-3986 with any questions.
Very truly yours,
/s/ Joshua Ford Bonnie
Joshua Ford Bonnie
September 19, 2014
VIA EDGAR
| Re: | Medley Management Inc. Registration Statement on Form S-1 File No. 333-198212 |
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Christian Windsor, Esq.
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Medley Management Inc. (the “Company”) hereby requests that the effective date of the above-referenced Registration Statement be accelerated so that it may become effective at 3:00 p.m., Washington, D.C. time, on September 23, 2014, or as soon as possible thereafter. In this regard, the Company is aware of its obligations under the Securities Act.
The Company acknowledges that:
| · | should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the filing effective, 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 |
| · | 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 federal securities laws of the United States. |
[Signature Page Follows]
Very truly yours,
MEDLEY MANAGEMENT INC.
| By: | _/s/ Richard Allorto___________ |
| Name: Richard Allorto |
| Title: Chief Financial Officer |
Goldman, Sachs & Co.
200 West Street, New York, New York 10282
Credit Suisse Securities (USA) LLC
Eleven Madison Avenue, New York, New York 10010
September 19, 2014
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Attn: | Christian Windsor, Esq. |
| Re: | Medley Management Inc. Registration Statement on Form S-1 (File No. 333-198212) |
Ladies and Gentlemen:
In connection with the above-referenced Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we hereby join in the request of Medley Management Inc. that the effective date of the above-referenced Registration Statement be accelerated so that it will be declared effective at 3:00 p.m., Washington, D.C. time, on September 23, 2014 or as soon thereafter as practicable.
The following is supplemental information supplied under Rule 418(a)(7) and Rule 460 under the Act:
| (i) | Dates of distribution: September 15, 2014 through the date hereof. |
| (ii) | Number of prospectuses distributed: a total of approximately 6,400 copies of the prospectus were distributed to prospective underwriters, institutional investors, dealers and others. |
| (iii) | We have complied with and will comply, and have been informed by the participating underwriters that they have complied and will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended. |
[Signature Page Follows]
Very truly yours,
GOLDMAN, SACHS & CO.
CREDIT SUISSE SECURITIES (USA) LLC
As Representatives of the Underwriters
| By: | GOLDMAN, SACHS & CO. |
| By: | /s/ Erich Bluhm |
| Name: | Erich Bluhm |
| Title: | Managing Director |
| By: | CREDIT SUISSE SECURITIES (USA) LLC |
| By: | /s/ Stephanie M. Ruiz |
| Name: | Stephanie M. Ruiz |
| Title: | Managing Director |
