| Martin B. Richards | mrichards@mcguirewoods.com | |
| Direct: 804.775.1029 | Direct Fax: 804.698.2147 |
July 16, 2007
VIA FAX AND EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Attn: Mr. Michael McTiernan, Special Counsel
Apple REIT Eight, Inc.
Registration Statement on Form S-11
File No. 333-140548
Dear Mr. McTiernan:
Enclosed are letters from Apple REIT Eight, Inc. and its managing dealer, David Lerner Associates, Inc., requesting acceleration of the effectiveness of the referenced registration statement.
Very truly yours,
/s/ Martin B. Richards
MBR/smk
Enclosures
APPLE REIT EIGHT, INC.
814 East Main Street
Richmond, Virginia 23219
July 16, 2007
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Attn: Michael McTiernan, Special Counsel
| Re: | Apple REIT Eight, Inc. |
File No. 333-140548
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, the undersigned issuer (the “Issuer”) requests acceleration of the effective date of the Issuer’s Registration Statement on Form S-11, Registration No. 333-140548, to July 19, 2007, at 10:00 a.m., or as soon thereafter as practicable.
| Sincerely, | ||
| APPLE REIT EIGHT, INC. | ||
By: | /s/ David S. McKenney | |
| David S. McKenney | ||
| President of Capital Markets | ||
[David Lerner Associates Letterhead]
July 16, 2007
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Attn: Michael McTiernan, Special Counsel
Apple REIT Eight, Inc.
File No. 333-140548
Dear Mr. McTiernan:
Pursuant to Rule 461 under the Securities Act of 1933, David Lerner Associates, Inc. as Manager Dealer for Apple REIT Eight, Inc., as the issuer (the “Issuer”), requests acceleration of the Issuer’s Registration Statement on Form S-11, Registration No. 333-140548, to July 19, 2007 at 10:00 a.m., or as soon thereafter as practicable.
Sincerely, | ||
| David Lerner Associates, Inc. | ||
By: | /s/ Alan P. Chodosh | |
| Alan P. Chodosh | ||
| Senior Vice President and CFO | ||
APPLE REIT EIGHT, INC.
814 East Main Street
Richmond, Virginia 23219
July 16, 2007
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Attn: Michael McTiernan, Special Counsel
| Re: | Apple REIT Eight, Inc. |
File No. 333-140548
Ladies and Gentlemen:
By separate letter of the same date as this letter, Apple REIT Eight, Inc. (the “Issuer”) has, pursuant to Rule 461 under the Securities Act of 1933, requested acceleration of the effective date of the Issuer’s Registration Statement on Form S-11, Registration No. 333-140548, to July 19, 2007, at 10:00 a.m., or as soon thereafter as practicable.
In connection with its request for acceleration of the effective date of its Registration Statement, the undersigned understands and acknowledges that it is responsible for the accuracy and adequacy of the disclosures made in the Registration Statement.
The undersigned Issuer further understands and acknowledges as follows:
| • | should 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; |
| • | the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Issuer from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| • | the Issuer may not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
| Sincerely, | ||
| APPLE REIT EIGHT, INC. | ||
| By: | /s/ David S. McKenney | |
| David S. McKenney | ||
| President of Capital Markets | ||
