February 10, 2020
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
| RE: | Medalist Diversified REIT, Inc. (CIK:0001654595) | |
| Registration Statement No. 333-235442 on Form S-11 (the “Registration Statement”) |
Ladies and Gentlemen:
Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), Aegis Capital Corp., as representative of the underwriters, hereby requests acceleration of the effective date of the above-referenced Registration Statement so that it will become effective at 5:00 p.m. Eastern Time, February 12, 2020, or as soon thereafter as practicable.
Pursuant to Rule 460 under the Securities Act, please be advised that we, acting on behalf of the several underwriters, will distribute as many electronic copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution.
| By: | AEGIS CAPITAL CORP. | ||
| By: | /s/ Edward Tsuker | ||
| Name: | Edward Tsuker | ||
| Title: | Managing Director | ||
