corresp

Diamond Resorts Corporation
10600 West Charleston Boulevard
Las Vegas, Nevada 89135

April 29, 2011

VIA EDGAR

Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549

Re: Diamond Resorts Corporation Registration Statement on Form S-4

Ladies and Gentlemen:

Diamond Resorts Corporation, a Maryland corporation (the “Company”), Diamond Resorts Parent, LLC, a Nevada limited liability company (“Parent”), Diamond Resorts Holdings, LLC, a Nevada limited liability company (“Holdings”), and each of the subsidiaries of the Company set forth on Schedule 1 attached hereto (the “Subsidiaries” and together with the Company, Parent and Holdings, the “Registrants”) are registering an exchange offer (the “Exchange Offer”) pursuant to a Registration Statement on Form S-4 in reliance on the staff of the Securities and Exchange Commission’s position enunciated in Exxon Capital Holdings Corporation (available May 13, 1988), Morgan Stanley & Co. Incorporated (available June 5, 1991) and Shearman & Sterling (available July 2, 1993). The Registrants represent as follows:

1. The Registrants have not entered into any arrangement or understanding with any person to distribute the 12% Senior Notes due 2018 to be received in the Exchange Offer (the “Exchange Notes”) and, to the best of the Registrants’ information and belief, each person participating in the Exchange Offer is acquiring the Exchange Notes in its ordinary course of business and has no arrangement or understanding with any person to participate in the distribution of the Exchange Notes to be received in the Exchange Offer.

2. In this regard, the Registrants will make each person participating in the Exchange Offer aware (through the Exchange Offer prospectus or otherwise) that if such person is participating in the Exchange Offer for the purpose of distributing the Exchange Notes to be acquired in the Exchange Offer, such person (i) cannot rely on the staff position enunciated in Exxon Capital Holdings Corporation (available April 13, 1989) or interpretive letters to similar effect and (ii) must comply with registration and prospectus delivery requirements of the Securities Act of 1933, as amended (the “Securities Act”), in connection with a secondary resale transaction.

3. The Registrants acknowledge that such a secondary resale transaction by such person participating in the Exchange Offer for the purpose of distributing the Exchange Notes should be covered by an effective registration statement containing the selling securityholder information required by Item 507 of Regulation S-K under the Securities Act.

4. The Registrants further represent that with respect to any broker-dealer that participates in the Exchange Offer with respect to outstanding securities acquired for its own account as a result of market-

making activities or other trading activities, each such broker-dealer must confirm that it has not entered into any agreement or understanding with the Registrants or any affiliate of the Registrants to distribute the Exchange Notes.

5. The Registrants will make each person participating in the Exchange Offer aware (through the Exchange Offer prospectus) that any broker-dealer who holds outstanding notes (as described in the Exchange Offer prospectus) acquired for its own account as a result of market-making activities or other trading activities, and who receives Exchange Notes in exchange for such outstanding notes pursuant to the Exchange Offer, may be a statutory underwriter and must deliver a prospectus meeting the requirements of the Securities Act (as described in Shearman & Sterling (available July 2, 1993)) in connection with any resale of such Exchange Notes.

6. The Registrants will require the exchange offeree to represent to the following additional provisions:

(a) If the exchange offeree is not a broker-dealer, an acknowledgment that it is not engaged in, and does not intend to engage in, a distribution of the Exchange Notes.

(b) If the exchange offeree is a broker-dealer holding outstanding notes acquired for its own account as a result of market-making activities or other trading activities, an acknowledgment that it will deliver a prospectus meeting the requirements of the Securities Act in connection with any resale of Exchange Notes received in respect of such outstanding notes pursuant to the Exchange Offer; and a statement to the effect that by so acknowledging and by delivering a prospectus, such broker-dealer will not be deemed to admit that it is an “underwriter” within the meaning of the Securities Act.

[Signature Page Follows]


	Very truly yours,
	DIAMOND RESORTS PARENT, LLC
	By:	/s/ David F. Palmer
	Name:	David F. Palmer
	Title:	President and Chief Financial Officer

	DIAMOND RESORTS HOLDINGS, LLC
	By:	/s/ David F. Palmer
	Name:	David F. Palmer
	Title:	President and Chief Financial Officer

	DIAMOND RESORTS CORPORATION
	By:	/s/ David F. Palmer
	Name:	David F. Palmer
	Title:	President and Chief Financial Officer

	SUBSIDIARIES (as listed on Schedule 1 attached hereto)
	By:	Diamond Resorts Corporation, as indirect parent of each of the Subsidiaries listed on Schedule 1 attached hereto

	By:	/s/ David F. Palmer
	Name:	David F. Palmer
	Title:	President and Chief Financial Officer

SCHEDULE 1

SUBSIDIARIES

AKGI-St. Maarten N.V.

Chestnut Farms, LLC

Cumberland Gate, LLC

Diamond Resorts California Collection Development, LLC

Diamond Resorts Centralized Services Company

Diamond Resorts Citrus Share Holding, LLC

Diamond Resorts Coral Sands Development, LLC

Diamond Resorts Cypress Pointe I Development, LLC

Diamond Resorts Cypress Pointe II Development, LLC

Diamond Resorts Cypress Pointe III Development, LLC

Diamond Resorts Daytona Development, LLC

Diamond Resorts Developer and Sales Holding Company

Diamond Resorts Epic Mortgage Holdings, LLC

Diamond Resorts Fall Creek Development, LLC

Diamond Resorts Finance Holding Company

Diamond Resorts Financial Services, Inc.

Diamond Resorts Grand Beach I Development, LLC

Diamond Resorts Grand Beach II Development, LLC

Diamond Resorts Greensprings Development, LLC

Diamond Resorts Hawaii Collection Development, LLC

Diamond Resorts Hilton Head Development, LLC

Diamond Resorts International Club, Inc.

Diamond Resorts International Marketing, Inc.

Diamond Resorts Las Vegas Development, LLC

Diamond Resorts Management and Exchange Holding Company

Diamond Resorts Management, Inc.

Diamond Resorts Mortgage Holdings, LLC

Diamond Resorts Palm Springs Development, LLC

Diamond Resorts Poco Diablo Development, LLC

Diamond Resorts Poipu Development, LLC

Diamond Resorts Polo Development, LLC

Diamond Resorts Port Royal Development, LLC

Diamond Resorts Powhatan Development, LLC

Diamond Resorts Residual Assets Development, LLC

Diamond Resorts Residual Assets Finance, LLC

Diamond Resorts Residual Assets M&E, LLC

Diamond Resorts Ridge on Sedona Development, LLC

Diamond Resorts Ridge Pointe Development, LLC

Diamond Resorts San Luis Bay Development, LLC

Diamond Resorts Santa Fe Development, LLC

Diamond Resorts Scottsdale Development, LLC

Diamond Resorts Sedona Springs Development, LLC

Diamond Resorts Sedona Summit Development, LLC

Diamond Resorts St. Croix Development, LLC

Diamond Resorts Steamboat Development, LLC

Diamond Resorts Tahoe Beach & Ski Development, LLC

Diamond Resorts U.S. Collection Development, LLC

Diamond Resorts Villa Mirage Development, LLC

Diamond Resorts Villas of Sedona Development, LLC

Diamond Resorts West Maui Development, LLC

Foster Shores, LLC

George Acquisition Subsidiary, Inc.

Ginger Creek, LLC

Grand Escapes, LLC

International Timeshares Marketing, LLC

Lake Tahoe Resort Partners, LLC

Mazatlan Development Inc.

MMG Development Corp.

Poipu Resort Partners, L.P.

Resort Management International, Inc.

Resorts Development International, Inc.

Walsham Lake, LLC

West Maui Resort Partners, L.P.