CORRESP 1 filename1.htm

 

July 23, 2021

 

VIA EDGAR

  

Ms. Hannah Menchel

Division of Corporation Finance

United States Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

 

  Re: Medalist Diversified REIT, Inc. (the “Registrant”)
    Registration Statement on Form S-3 (the “Registration Statement”)
    File No. 333-257238

  

Dear Ms. Menchel:

 

Pursuant to Rule 461 under the Securities Act of 1933, as amended, the Registrant hereby requests acceleration of effectiveness of its Registration Statement on Form S-3 (File No. 333-257238), to 5:00 p.m., Eastern Time, on July 27, 2021, or as soon as practicable thereafter.

 

In connection with this request, the Registrant acknowledges that:

 

(1) should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

 

(2) the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

 

(3) the Registrant may not assert this action as defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 

 

  Very truly yours,  
     
  /s/ Thomas E. Messier  
  Thomas E. Messier  
  Chief Executive Officer and Chairman of the Board
  (principal executive officer)