Citigroup Global Markets Inc.
388 Greenwich Street
New York, NY 10013
September 30, 2014
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Re: | AR Capital Acquisition Corp. Registration Statement on Form S-1, as amended File No. 333-198014 |
Ladies and Gentlemen:
In connection with the proposed offering of the above-captioned securities, we wish to advise you that we, as a representative of the underwriters, hereby join with AR Capital Acquisition Corp.'s request that the effective date of the above-captioned Registration Statement be accelerated so that the same will become effective on October 1, 2014 at 2:00 p.m. Eastern time, or as soon thereafter as practicable.
The following is supplemental information supplied under Rule 418(a)(7) and Rule 460 under the Securities Act of 1933:
| (i) | Date of preliminary prospectus: September 23, 2014 |
| (ii) | Approximate dates of distribution: September 29, 2014 to October 1, 2014 |
| (iii) | Number of prospective underwriters and dealers to whom the preliminary prospectus was furnished: 2 |
| (iv) | Number of prospectuses so distributed: approximately 750 |
| (v) | Compliance with Rule 15c2-8 under the Securities Exchange Act of 1934: included in Master Agreement Among Underwriters of Citigroup Global Markets Inc. |
[Signature page follows]
Securities and Exchange Commission
Page 2
September 30, 2014
| Very truly yours, | ||
| CITIGROUP GLOBAL MARKETS INC., | ||
| Acting severally on behalf of itself and the several underwriters, | ||
| By: | /s/ Eric Wooley | |
| Name: | Eric Wooley | |
| Title: | Director | |
| Date: | September 30, 2014 | |
| cc: | Bruce Mendelsohn, Akin Gump Strauss Hauer & Feld LLP |
| Joel Rubinstein, McDermott Will & Emery LLP |