United States securities and exchange commission logo July 17, 2023 Gary Bechtel Chief Executive Officer Red Oak Capital Intermediate Income Fund, LLC 625 Kenmoor Avenue SE, Suite 200 Grand Rapids, MI 49546 Re: Red Oak Capital Intermediate Income Fund, LLC Amended Offering Statement on Form 1-A Filed July 11, 2023 File No. 024-11274 Dear Gary Bechtel: This is to advise you that we do not intend to review your amendment. We will consider qualifying your offering statement at your request. If a participant in your offering is required to clear its compensation arrangements with FINRA, please have FINRA advise us that it has no objections to the compensation arrangements prior to qualification. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Joseph Ambrogi at 202-551-4821 or Ruairi Regan at 202-551-3269 with any questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Robert Kaplan, Esq.