Resource Apartment REIT III CORRESP Correspondence with SEC

RESOURCE APARTMENT REIT III, INC.

1845 WALNUT STREET, 18^TH FLOOR

PHILADELPHIA, PENNSYLVANIA 19103

April 26, 2016

VIAEDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E., Mail Stop 3010 CF/AD8

Washington, D.C. 20549

Attn: Kim McManus, Senior Attorney

Rahul Patel, Attorney-Advisor

Re: Resource Apartment REIT III, Inc.

Registration Statement on Form S-11, as amended

File No. 333-207740                                    

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, Resource Apartment REIT III, Inc. (the “Company”) hereby requests that the Securities and Exchange Commission (the “Commission”) accelerate the effective date of the above-referenced Registration Statement in order that the Registration Statement shall become effective by 3:00 P.M. (EDT) on Thursday, April 28, 2016 or as soon thereafter as practicable.

In connection with the acceleration request, the Company hereby acknowledges that:

• should the Commission or the staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

• the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

• the Company 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.

Securities and Exchange Commission

Page 2

Please contact Andrew Davisson of DLA Piper LLP (US), counsel to the Company, at (919) 786-2052 with any questions about this acceleration request. Please notify us when the delegated authority copy of the order of the Commission declaring the Registration Statement effective has been executed.

Very truly yours,
RESOURCE APARTMENT REIT III, INC.
By:	/s/ Shelle Weisbaum
Name:	Shelle Weisbaum
Title:	Chief Legal Officer, Senior Vice President and Secretary