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                             March 21, 2024

       Gavriel Kahane
       Managing Partner
       Arkhouse Management Co. LP
       106 W 56th Street, 17th Floor
       New York, NY 10019

                                                        Re: Arkhouse Management
Co. LP
                                                            Macy's, Inc.
                                                            PREC14A filed by
Arkhouse Management Co. LP et al.
                                                            Filed March 14,
2024
                                                            File No. 001-13536

       Dear Gavriel Kahane:

              We have reviewed your filing and have the following comments. In
some of our
       comments, we may ask you to provide us with information so we may better
understand your
       disclosure.

               Please respond to these comments by providing the requested
information or advise us as
       soon as possible when you will respond. If you do not believe our
comments apply to your facts
       and circumstances, please tell us why in your response.

            After reviewing your response to these comments, we may have
additional
       comments. Defined terms used herein have the same meaning as in your
filings.

       PREC14A Filed March 14, 2024

       Background to this Solicitation, page 4

   1.                                                   We note your reference
to Jefferies' materials at a virtual meeting on December 19 "that
                                                        reflected 50% equity
financing for the Acquisition Proposal." However, the Company   s
                                                        preliminary proxy
statement (page 12) states that the Jeffries' materials reflected a
                                                        proposed common equity
contribution of only 25% of required capital. Please advise or
                                                        revise.
       If I vote for the Arkhouse Nominees, am I agreeing to a transaction
between the Company and
       Arkhouse?, page 19

   2.                                                   Clarify whether, if
elected, the Arkhouse Nominees will advocate for an "auction process"
                                                        or other method of
identifying other potential buyers for the Company, in addition to
 Gavriel Kahane
FirstName  LastNameGavriel  Kahane
Arkhouse Management    Co. LP
Comapany
March      NameArkhouse Management Co. LP
       21, 2024
March2 21, 2024 Page 2
Page
FirstName LastName
         advocating for substantive engagement with respect to the Acquisition
Proposal. The
         current reference to a "strategic review process for the Company" is
unclear.
How do proxies work?, page 20

3.       Refer to the following disclosure which appears in multiple places
throughout the proxy
         statement, including on the form of proxy card: "IF YOU RETURN A
         VALID BLUE UNIVERSAL PROXY CARD OR BLUE VOTING INSTRUCTION
         FORM AND DO NOT MARK A VOTE WITH RESPECT TO ANY NOMINEE ON
         PROPOSAL 1, THE SHARES OF COMMON STOCK REPRESENTED THEREBY
         WILL BE VOTED    FOR    THE ELECTION OF EACH OF THE NINE ARKHOUSE
         NOMINEES,    WITHHOLD    ON THE ELECTION OF THE OPPOSED COMPANY
         NOMINEES (I.E. [  ], [  ], [  ], [  ], [  ], [  ], [  ], [  ] and [
]), AND    WITHHOLD    ON THE
         ELECTION OF THE ACCEPTABLE COMPANY NOMINEES (I.E. [  ], [  ], [  ],
         [  ] AND [  ])." Please revise to clarify that you are referring to a
scenario where a
         shareholder returns a signed proxy card but does not vote for one
single director nominee
         (versus a situation where the shareholder votes for some but fewer
than fourteen nominees
         which is addressed in the last paragraph on page 20). The word "ANY"
as used above is
         unclear in this regard. Please make corresponding changes to clarify
throughout the proxy
         statement and on the proxy card. In this regard, the disclosure in the
third from the last
         paragraph on page 30 is much clearer on this point.
Proposal 1: Election of Arkhouse Nominees, page 25

4.       State here that directors will be elected by a plurality vote, as
noted on page 22.
5.       Revise the title of this proposal, consistent with the title on the
form of proxy you filed, to
         reflect that it relates to the election of directors, which may
include Company nominees in
         addition to the Arkhouse Nominees.
6.       Expand to identify all of the director election candidates, including
the Acceptable and the
         Opposed Company Nominees. Explain why you characterize some of the
Company
         nominees as "acceptable" but are not recommending that shareholders
vote for those
         nominees and why you are opposing certain other Company nominees.
7.       See our last comment above. For both the Acceptable Company Nominees
and the
         Opposed Company Nominees, you are recommending a "WITHHOLD" vote.
Therefore,
         revise to explain the difference between the two groups, from
Arkhouse's perspective and
         explain why you term certain nominees "acceptable" but are not
recommending
         shareholders vote "FOR" those nominees.
8.       Refer to the following disclosure on page 26 of the proxy statement:
"We further reserve
         the right to (i) withdraw any or all of the Arkhouse Nominees and/or
(ii) nominate fewer
         than all of the Arkhouse Nominees listed herein and/or to re-designate
one or more of
         such individuals as alternate nominees." Clarify the effect of
"re-designating" someone as
         an "alternate nominee" in this context, including by explaining when
and under what
 Gavriel Kahane
FirstName  LastNameGavriel  Kahane
Arkhouse Management    Co. LP
Comapany
March      NameArkhouse Management Co. LP
       21, 2024
March3 21, 2024 Page 3
Page
FirstName LastName
         circumstances an alternate would or could serve. Similarly, describe
the circumstances
         under which you might withdraw one or all of the Arkhouse Nominees.

Incorporation by Reference, page 40

9.       Please update this section generally to reflect the fact that the
Company has now filed its
         proxy statement.
General

10.      Please fill in the blanks throughout the proxy statement, including
with respect to the
         identity of the Acceptable Nominees. Information that is subject to
change may be
         bracketed to reflect this fact.
11.      All materials identified in the Notice of Internet Availability of
Proxy Materials must be
         available at a specified website address that may not be the address
of the Commission's
         electronic filing system. See Rule 14a-16(b)(3). Please revise
generally throughout the
         proxy statement to provide your own website address where shareholders
may access
         your proxy materials. See for example, page vi under "Important Notice
Regarding the
         Availability of Proxy Materials for the 2024 Annual Meeting."
12.      Please include clear and easily readable versions of your exhibits, as
they are generally not
         legible. See Rule 12b-12(b).
13.      In your next filing, please address the Company   s proposal to
approve the Macy   s, Inc.
         2024 Equity and Incentive Compensation Plan. If you decide not to
include this proposal
         on your card, you must revise your proxy statement to describe it and
note that
         shareholders voting on your blue card will be disenfranchised with
respect to this matter.
         If you choose to include it, please revise your preliminary proxy card
and proxy statement
         accordingly.
14.      Where you refer shareholders to the Company's proxy statement for
information about its
         nominees, note that that document may be accessed without cost at the
Commission's Web
         site. See Item 7(f) of Schedule 14A.
15.      Please disclose the impact that a change in control could have on the
Company as a result
         of this proxy contest, including with regards to the Company's
material agreements and
         compensation in plans (including the 2024 Plan).
Form of Proxy, page II-1

16.      See our comments above. We continue to believe that labeling a group
of director
         candidates as "Acceptable Company Nominees" without recommending that
shareholders
         vote "FOR" such nominees may cause shareholder confusion.
        We remind you that the filing persons are responsible for the accuracy
and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
 Gavriel Kahane
Arkhouse Management Co. LP
March 21, 2024
Page 4

      Please direct any questions to Brian Soares at 202-551-3690 or Christina
Chalk at 202-
551-3263.



FirstName LastNameGavriel Kahane                          Sincerely,
Comapany NameArkhouse Management Co. LP
                                                          Division of
Corporation Finance
March 21, 2024 Page 4                                     Office of Mergers &
Acquisitions
FirstName LastName