[LETTERHEAD
OF HARRIS & HARRIS GROUP, INC.]
Securities
and Exchange Commission
100
F
Street, N.E.
Washington,
D.C. 20549
Attention:
Larry Greene
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Re:
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Harris
& Harris Group, Inc. CIK:
0000893739
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Request
to Disregard Amendment to Registration Statement on Form
N-2
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File
Nos. 333-138996 and 811-07074
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Dear
Mr.
Greene:
On
April
3, 2008, Harris & Harris Group, Inc. (the “Company”) filed Post-Effective
Amendment No. 2 under the Securities Act of 1933 to the Company’s Registration
Statement on Form N-2 (Accession Number 0001144204-08-020241). Due to printer
error, the amendment was incorrectly submitted under the Securities Act of
1933
(File No. 333-138996) and the Investment Company Act of 1940 (File No.
811-07074). The amendment should have only been filed under the Securities
Act
of 1933 (File No. 333-138996). The Registrant therefore respectfully requests
that the filing under the Investment Company Act of 1940 (File No. 811-07074)
be
disregarded.
If
you
have any questions, please contact the undersigned (212) 582-0900.
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Very
truly yours,
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/s/
Sandra Matrick Forman
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Sandra
Matrick Forman
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General
Counsel
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cc: |
Richard
Prins
Skadden, Arps, Slate, Meagher
& Flom
LLP
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