REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



To the Shareholders and Board of Directors
StoneCastle Financial Corp.
New York, New York


In planning and performing our audits of the financial
statements of StoneCastle Financial Corp. (the "Company") as of
and for the year ended December 31, 2015, in accordance with the
standards of the Public Company Accounting Oversight Board
(United States), we considered its internal control over
financial reporting, including control activities for
safeguarding securities, as a basis for designing our auditing
procedures for the purpose of expressing our opinion on the
financial statements and to comply with the requirements of Form
N-SAR, but not for the purpose of expressing an opinion on the
effectiveness of the Trust's internal control over financial
reporting. Accordingly, we express no such opinion.

The management of the Company is responsible for establishing
and maintaining effective internal control over financial
reporting.   In fulfilling this responsibility, estimates and
judgments by management are required to assess the expected
benefits and related costs of controls.   A company's internal
control over financial reporting is a process designed to
provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements
for external purposes in accordance with accounting principles
generally accepted in the United States of America.   Such
internal control includes policies and procedures that provide
reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of a company's
assets that could have a material effect on the financial
statements.

Because of inherent limitations, internal control over financial
reporting may not prevent or detect misstatements.   Also,
projections of any evaluation of effectiveness to future periods
are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

A control deficiency exists when the design or operation of a
control does not allow management or employees, in the normal
course of performing their assigned functions, to prevent or
detect misstatements on a timely basis.   A significant
deficiency is a control deficiency, or combination of control
deficiencies, that adversely affects the company's ability to
initiate, authorize, record, process or report financial data
reliably in accordance with accounting principles generally
accepted in the United States of America such that there is more
than a remote likelihood that a misstatement of the company's
annual or interim financial statements that is more than
inconsequential will not be prevented or detected. A material
weakness is a significant deficiency, or combination of
significant deficiencies, that results in more than a remote
likelihood that a material misstatement of the annual or interim
financial statements will not be prevented or detected.

Our consideration of the Company's internal control over
financial reporting was for the limited purpose described in the
first paragraph and would not necessarily disclose all
deficiencies in internal control that might be significant
deficiencies or material weaknesses under standards established
by the Public Company Accounting Oversight Board (United
States).   However, we noted no deficiencies in the Company's
internal control over financial reporting and its operation,
including controls for safeguarding securities, which we
consider to be material weaknesses, as defined above, as of
December 31, 2015.

This report is intended solely for the information and use of
management, Shareholders and Board of Directors of the Company
and the Securities and Exchange Commission, and is not intended
to be and should not be used by anyone other than these
specified parties.



TAIT, WELLER & BAKER LLP

Philadelphia, Pennsylvania
February 25, 2016

StoneCastle Financial Corp.

Exhibit to Item 77K

Changes in Accountants


The Registrant, by action of its Board of Trustees taken on
November 18, 2015 for the StoneCastle Financial Corp. (the
"Company"), engaged Tait, Weller & Baker LLP ("Tait") as its
independent registered public accounting firm to audit the
Funds' financial statements for the fiscal year ended December
31, 2015.  The decision to engage Tait was recommended by the
Audit Committee at a Meeting held on November 18, 2015. Due to a
proposed significant increase in fees with KPMG, a search was
performed and Tait was selected as the new auditor.

The reports of KPMG on the financial statements of the Company
for the fiscal year ended December 31, 2014 contained no adverse
opinion or disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting principle.
During the fiscal year ended December 31, 2014, there were no
disagreements with KPMG on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope
or procedure, which disagreements if not resolved to the
satisfaction of KPMG would have caused them to make reference
thereto in their reports on the financial statements for such
years.  Furthermore, during the fiscal year ended December 31,
2014 and through November 18, 2015, there have been no
reportable events (as defined in S-K 304(a)(1)(v)).  The
Registrant has requested that KPMG furnish it with a letter
addressed to the SEC stating whether or not it agrees with the
above statements. A copy of such letter, dated February 25,
2016, is filed as Exhibit 77 Q1(f) to this Form N-SAR.

During the Funds' most recent fiscal year, neither the
Registrant nor anyone on its behalf has consulted KPMG, with
respect to the Company, on items which (i) concerned the
application of accounting principles to a specified transaction,
either completed or proposed, or the type of audit opinion that
might be rendered on Registrant's financial statements or (ii)
concerned the subject of a disagreement (as defined in paragraph
(a)(1)(iv) of Item 304 of Regulation S-K) or reportable events
(as described in paragraph (a)(1)(v) of said Item 304).

February 29, 2016


Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:


We were previously principal accountants for StoneCastle
Financial Corp. (the "Company") and under the date of February
27, 2015, we reported on the financial statements of StoneCastle
Financial Corp. as of December 31, 2014 and for the year then
ended. On November 19, 2015, we were dismissed. We have read the
statements made by the Company, which we understand will be filed
with the Commission pursuant to Item 77K of Form N-SAR dated
February 29, 2016 and we agree with such statements, except that
we are not in a position to agree or disagree with the Company's
statement that the change was approved by the board of directors
and the audit committee and we are not in a position to agree or
disagree with the Company's statement that TWB was not consulted
regarding the application of accounting principles to a specified
transaction or the type of audit opinion that might be rendered
on the Company's financial statements, or the subject of a
disagreement or reportable events.

Very truly yours,
/s/KPMG LLP