Steadfast Income REIT, Inc.
18100 Von Karman Avenue, Suite 500
Irvine, CA 92612
Irvine, CA 92612
July 7, 2010
VIA EDGAR AND FACSIMILE
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549-1004
100 F Street, N.E.
Washington, D.C. 20549-1004
| RE: | Steadfast Income REIT, Inc. Registration Statement on Form S-l 1 (File No. 333-160748) Acceleration Request |
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Steadfast Income REIT, Inc. (the “Company”) hereby requests the Securities and Exchange Commission (the “Commission”) to accelerate the effective date of the above-referenced Registration Statement and declare the Registration Statement, as then amended, effective as of 10:00 a.m., Washington, D.C. time, on July 9, 2010 or as soon thereafter as practicable. The Company also requests the Commission to specifically confirm such effective date and time to the Company in writing.
In connection with this request for acceleration of effectiveness, the Company acknowledges that (i) should the Commission or its staff, acting pursuant to delegated authority, declare the filing effective, such declaration does not foreclose the Commission from taking any action with respect to the filing; (ii) the action of the Commission or its staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and (iii) the Company may not assert the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
If you have any questions regarding this request, please do not hesitate to call the undersigned at (949) 852-0700.
| Sincerely, STEADFAST INCOME REIT, INC. | ||||
| By: | /s/ Rodney F. Emery | |||
| Rodney F. Emery, CEO/President | ||||
| cc: | Ms. Karen Garnett Ms. Rosemarie Thurston Mr. Gustav Bahn |