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                                                             January 21, 2025

Matthew Lipman
Chief Executive Officer
Capstone Holding Corp.
5141 W. 122nd Street
Alsip, IL 60803

       Re: Capstone Holding Corp.
           Registration Statement on Form S-1
           Filed December 31, 2024
           File No. 333-284105
Dear Matthew Lipman:

     We have reviewed your amended registration statement and have the
following
comment(s).

        Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

        After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our December 19,
2024
letter.

Registration Statement on Form S-1 filed December 31, 2024
Risk Factors, page 14

1.     We note your disclosure on page 38 that your liquidity is largely
dependent on your
       ability to borrow funds on the Revolver, and that if you fail to fulfill
your financial
       covenant requirements, your ability to continue as a going concern could
be at risk.
       Where appropriate, please provide a risk factor discussing this risk.
Capitalization, page 31

2.     Here and elsewhere you refer to the cancellation of the Class C
Preferred Interests.
       Please tell us the amount outstanding for the Class C Preferred
Interests and where it
       is reported in your financial statements. Also, it appears the pro forma
basis reflects
 January 21, 2025
Page 2

       exchange of the Special Preferred Membership Interests of $1,006(000)
for loans in
       like aggregate principal amount as disclosed elsewhere. Please revise as
appropriate.
       Please contact Amy Geddes at 202-551-3304 or Doug Jones at 202-551-3309
if you
have questions regarding comments on the financial statements and related
matters. Please
contact Jenna Hough at 202-551-3063 or Dietrich King at 202-551-8071 with any
other
questions.



                                                           Sincerely,

                                                           Division of
Corporation Finance
                                                           Office of Trade &
Services
cc:   Lawrence Metelitsa
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