TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo August 6, 2020 Derek Dewan President and Chief Executive Officer GEE Group Inc. 7751 Belfort Parkway, Suite 150 Jacksonville, Florida 32256 Re: GEE Group Inc. Registration Statement on Form S-3 Filed July 31, 2020 File No. 333-240280 Dear Mr. Dewan: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Scott Anderegg at 202-551-3342 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services