September 13, 2021

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Real Estate & Construction

100 F Street, N.E.

Washington, D.C. 20549

Attn: Ms. Catherine De Lorenzo

Re:	Modiv Inc. (the “Company”)
	Registration Statement on Form S-11 (File No. 333-259066)
	Acceleration Request
	Requested Date: Tuesday, September 14, 2021
	Requested Time: 4:00 p.m. Eastern Time

Dear Ms. De Lorenzo:

On behalf of the several underwriters of the Company’s proposed public offering, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we hereby join the Company’s request that the effective date of the above-referenced Registration Statement be accelerated so that the above-referenced Registration Statement will be declared effective at 4:00 p.m., Eastern Time, on September 14, 2021, or as soon as practicable thereafter.

Pursuant to Rule 460 of the General Rules and Regulations of the Securities and Exchange Commission under the Act, please be advised that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure the adequate distribution of the preliminary prospectus.

The undersigned advises that it has complied and will continue to comply, and that it has been informed by the participating underwriters and dealers that they have complied with and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

Very truly yours,

As representative of the several underwriters

B. RILEY SECURITIES, INC.

/s/ Patrice McNicoll

Name: Patrice McNicoll

Title: Co-Head of Investment Banking