CORRESP 1 filename1.txt HART & HART, LLC ATTORNEYS AT LAW 1624 Washington Street Denver, CO 80203 William T. Hart, P.C. ________ harttrinen@aol.com Will Hart (303) 839-0061 Fax: (303) 839-5414 April 26, 2017 John Stickel Mail Stop 3561 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: The Diamond Cartel, Inc. Registration Statement on Form S-1 File No. 333-215884 This office represents The Diamond Cartel, Inc. (the "Company"). Amendment No. 1 to the Company's Registration Statement has been filed with the Commission. This letter provides the Company's responses to the comments received from the staff by letter dated March 2, 2017. The paragraph numbers in this letter correspond with the numbered paragraphs in the staff's comment letter. The numbers under the "Page No." column refer to the pages in the Company's Registration Statement where the Company's response to the particular comment can be found. Page No. -------- 1. The Registration Statement has been modified such that only shares which will be issued in connection with the acquisition of another company are being registered. As a result, there are no selling shareholders and no offering proceeds. 3 2. See response to comment #1. N/A 3. See response to comment #1. N/A 4. Comment complied with. 3 5. See response to comment #1. N/A 6. See response to comment #1. N/A 7. Comment complied with. 8, 9, 10 8. We have amended the prospectus to disclose that approximately 256,000 shares can be sold pursuant to Rule 144. These 256,000 shares were issued at the time the Company was not a shell corporation. 10 Page No. -------- 9. Comment complied with. 12 10. Comment complied with. 13 11. The Company does not believe that the Company's status as a blank check company will be a deterrent to a potential target business. The acquisition of another business will likely result in a "reverse merger" since the management of the acquired business will most likely be the new management of the Company. Most reverse mergers are with blank check companies. N/A 12. Comment complied with. 17 13. See response to comment #1. N/A 14. Comment complied with. 17 15. The disclosure which is the subject of this comment has been modified. 16 16. The disclosure which is the subject of this comment has been modified. 16 17. Comment complied with. 17 18. The disclosure which is the subject of this comment has been removed from the prospectus. 18 19. Comment complied with. 19 20. The Selling Shareholder section of the prospectus has been removed. 20 21. See response to comment #20. N/A 22. Page numbers have been added to the table of contents. If any prospectus is delivered electronically, the table of contents will immediately follow the cover page. 23 23. We have modified the prospectus in several parts to mention that the Company is a Special Purpose Acquisition Company. 5, 11, 13 24. See response to comment #1. N/A 25. Comment complied with. Exhibit 5 If you should have any questions concerning the foregoing, please do not hesitate to contact the undersigned. Very Truly Yours, HART & HART, LLC /s/ William T. Hart By William T. Hart