January 19, 2018
VIA EDGAR AND FEDERAL EXPRESS
Coy Garrison, Esquire
Rahul Patel, Esquire
Office of Real Estate and Commodities
United States Securities and Exchange Commission
Division of Corporation Finance
Mailstop 3233
100 F Street, N.E.
Washington, D.C. 20549
Re: Aspen REIT, Inc.
Amendment No. 4 to Offering Statement on Form 1-A
Filed January 19, 2018
CIK No. 0001694997
Dear Mr. Garrison and Mr. Patel:
On behalf of our client, Aspen REIT, Inc. (the “Company”), we enclose for filing Amendment No. 4 to the Company’s Offering Statement on Form 1-A (“Amendment No. 4”). Amendment No. 4 is marked to show all changes made to the document since the filing of Amendment No. 3 to the Offering Statement on Form 1-A filed on January 11, 2018. The primary changes in Amendment No. 4 are to complete certain information that was omitted from Amendment No. 3 to the Offering Statement on Form 1-A filed on January 11, 2018 and to file certain exhibits.
We appreciate the Staff’s review of Amendment No. 4. If you have any questions or further comments on the filing, please contact the undersigned at (212) 878-8514.
| Sincerely, |
|
|
| /s/ Devon L. MacLaughlin |
cc: Jeffrey Lewis, Securities and Exchange Commission
Robert Telewicz, Securities and Exchange Commission
Stephane De Baets, Aspen REIT, Inc.
Michael W. Wirth, Aspen REIT, Inc.
Jay L. Bernstein, Clifford Chance US LLP
Andrew S. Epstein, Clifford Chance US LLP
Lawrence A. Rosenbloom, Ellenoff Grossman & Schole LLP