CORRESP 71 filename71.htm
OLSHAN FROME WOLOSKY LLP
1325 Avenue of the Americas
New York, New York 10019
Adam W. Finerman
(212) 451-2289
E-mail: afinerman@olshanlaw.com
February 6, 2017
VIA EDGAR
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549

| Re: | Ameri Holdings, Inc.

| Registration Statement on Form S-1

Ladies and Gentlemen:
On behalf of Ameri Holdings, Inc., a Delaware corporation (the “Company”), we hereby submit in electronic format for filing via EDGAR with the U.S. Securities and Exchange Commission, pursuant to the Securities Act of 1933, as amended, one complete copy of the captioned Registration Statement on Form S-1 (the “Registration Statement”), for the registration of 2,666,666 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), issuable upon the exercise of certain outstanding warrants of the Company, 1,749,888 shares of Common Stock held by certain of the Company’s investors and non-employee directors, 2,666,666 warrants to purchase shares Common Stock and 363,611 shares of the Company’s 9.0% Series A Cumulative Preferred Stock, as well as one complete copy of the exhibits listed in the Registration Statement as filed therewith.
A wire transfer in payment of the applicable registration fee has been previously sent.
Should any member of the Commission’s staff have any questions concerning the enclosed materials or desire any further information or clarification in respect of the Registration Statement, please do not hesitate to contact me (tel.: (212) 451-2289).

| Very truly yours, /s/ Adam W. Finerman Adam W. Finerman

Enclosures

cc: | Mr. Giri Devanur