Exhibit 23.1
 
 
Consent of Independent Registered Public Accounting Firm
 

We consent to the reference to our firm under the caption “Experts” in the Registration Statement (Form S-3) and related Prospectuses of GHL Acquisition Corp. for the registration of its common stock and warrants and to the incorporation by reference therein of our report dated February 24, 2009, with respect to the financial statements of GHL Acquisition Corp. included in GHL Acquisition Corp.’s Annual Report (Form 10-K) for the year ended December 31, 2008, filed with the Securities and Exchange Commission.



/s/ Ernst & Young LLP
New York, New York
September 28, 2009