As filed with the Securities and Exchange Commission on December 26, 2013

Registration No. 333-160463

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 14 TO

FORM S-11

REGISTRATION STATEMENT

Under

THE SECURITIES ACT OF 1933

Resource Real Estate Opportunity REIT, Inc.

(Exact name of registrant as specified in its charter)

1845 Walnut Street, 18th Floor

Philadelphia, Pennsylvania 19103

(215) 231-7050

(Address, including zip code, and telephone number, including area code, of the registrant’s principal executive offices)

Alan F. Feldman

Chief Executive Officer

Resource Real Estate Opportunity REIT, Inc.

1845 Walnut Street, 18th Floor

Philadelphia, Pennsylvania 19103

(215) 231-7050

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:

Robert H. Bergdolt, Esq.

DLA Piper LLP (US)

4141 Parklake Avenue, Suite 300

Raleigh, North Carolina 27612-2350

(919) 786-2000

Approximate date of commencement of proposed sale to public: This post-effective amendment deregisters the securities that remain unsold under the registration statement as of the date hereof other than those securities registered under the registrant’s distribution reinvestment plan.

If any of the securities on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box.  x

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.   ¨

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration number of the earlier effective registration statement for the same offering.  ¨

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration number of the earlier effective registration statement for the same offering.  ¨

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box.  ¨

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check One):

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if smaller reporting company)	Smaller Reporting Company	x

This Post-Effective Amendment No. 14 to the Registration Statement on Form S-11 (Registration No. 333-160463) shall hereafter become effective in accordance with the provisions of Section 8(c) of the Securities Act of 1933.

DEREGISTRATION OF SHARES

In accordance with the undertaking of Resource Real Estate Opportunity REIT, Inc. (the “Company”) set forth in its registration statement on Form S-11 (File No. 333-160463) declared effective June 16, 2010 (the “Registration Statement”), the Company is filing this Post-Effective Amendment No. 14 to the Registration Statement to deregister 12,532,546 unsold primary offering shares of its common stock. Pursuant to this Registration Statement, the Company registered 75,000,000 shares of common stock for its primary offering and 7,500,000 shares of common stock for its distribution reinvestment plan offering. By filing this Post-Effective Amendment No. 14 to the Registration Statement, the Company hereby terminates the primary offering of shares on this Registration Statement. From time to time, the Company continues to offer the distribution reinvestment plan shares registered on this Registration Statement.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-11 and has duly caused this post-effective amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on the 26th day of December, 2013.

	RESOURCE REAL ESTATE OPPORTUNITY REIT, INC.
BY:	/s/ Alan F. Feldman
	Alan F. Feldman Chief Executive Officer and Director

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated:

Name	Title	Date
*
Jonathan Z. Cohen	Chairman of the Board	December 26, 2013
/s/ Alan F. Feldman	Chief Executive Officer	December 26, 2013
Alan F. Feldman	and Director (Principal Executive Officer)
*	Chief Financial Officer,	December 26, 2013
Steven R. Saltzman	Senior Vice President and Treasurer (Principal Financial Officer and Principal Accounting Officer)
*	Director	December 26, 2013
Gary Lichtenstein
*	Director	December 26, 2013
Lee F. Shlifer
*	Director	December 26, 2013
Thomas J. Ikeler

* By: /s/ Alan F. Feldman                                 Alan F. Feldman Attorney-in-Fact December 26, 2013