Attached files

file filename
S-1/A - AMENDMENT NO.2 - GRASSMERE ACQUISITION Corpv228286_s1a.htm
EX-1.1 - FORM OF UNDERWRITING AGREEMENT - GRASSMERE ACQUISITION Corpv228286_ex1-1.htm
EX-3.2 - FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - GRASSMERE ACQUISITION Corpv228286_ex3-2.htm
EX-4.4 - FORM OF WARRANT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER AND TRUST COMPANY - GRASSMERE ACQUISITION Corpv228286_ex4-4.htm
EX-10.6 - FORM OF REGISTRATION RIGHTS AGREEMENT BETWEEN THE REGISTRANT AND GRASSMERE ACQU - GRASSMERE ACQUISITION Corpv228286_ex10-6.htm
EX-10.4 - FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFE - GRASSMERE ACQUISITION Corpv228286_ex10-4.htm
EX-10.2 - FORM OF LETTER AGREEMENT BETWEEN THE REGISTRANT, GRASSMERE ACQUISITION HOLDINGS - GRASSMERE ACQUISITION Corpv228286_ex10-2.htm
EX-10.3 - FORM OF LETTER AGREEMENT BETWEEN THE REGISTRANT AND THE INDEPENDENT DIRECTOR NO - GRASSMERE ACQUISITION Corpv228286_ex10-3.htm
EX-10.8A - AMENDED AND RESTATED WARRANT SUBSCRIPTION AGREEMENT, DATED JULY 10, 2011, BETWE - GRASSMERE ACQUISITION Corpv228286_ex10-8a.htm

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the use in this Registration Statement on Form S-1, Amendment No. 2, of our report dated July 11, 2011, relating to the balance sheet of Grassmere Acquisition Corporation (a development stage company) as of April 21, 2011, and the related statements of operations, changes in stockholders equity and cash flows for the period from April 15, 2011 (date of inception) to April 21, 2011, and to the reference to our Firm under the caption “Experts” in the Prospectus.

/s/ Rothstein, Kass & Company, P.C.
 
Roseland, New Jersey
July 11, 2011