 | Todd E. Lenson Partner T 212.715.9216 F 212.715.8216 tlenson@kramerlevin.com | 1177 Avenue of the Americas New York, NY 10036 T 212.715.9100 F 212.715.8000 |
May 17, 2018
Coy Garrison, Esq.
Special Counsel, Office of Real Estate and
Commodities
Division of Corporation Finance
Securities and Exchange Commission
100 F. Street, N.E.
Washington, D.C. 20549
| Re: | VICI Properties Inc. |
| Registration Statement on FormS-11, |
| Filed May 10, 2018 |
| FileNo. 333-224846 |
Dear Mr. Garrison,
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), VICI Properties Inc. (the “Company”), respectfully requests that the effective date of the above-referenced Registration Statement be accelerated so that it may become effective at 4:00 P.M. (Eastern Time), on May 21, 2018, or as soon as possible thereafter.
In addition, the Company confirms that it is aware of its responsibilities under the Securities Act and the Securities Exchange Act of 1934, as amended, as they relate to the proposed public offering of the securities specified in the above Registration Statement.
Please call Todd E. Lenson of Kramer Levin Naftalis & Frankel LLP at212-715-9216 to confirm the effectiveness of the Registration Statement.
| Sincerely, |
/s/ Todd E. Lenson |
| Todd E. Lenson |
KRAMER LEVIN NAFTALIS & FRANKEL LLP
Coy Garrison, Esq. May 17, 2018 |  |
| CC: | Joshua Lobert, Esq., Staff Attorney, U.S. Securities and Exchange Commission |
| Samantha Gallagher, Esq. |
| VICI Properties Inc. |
| KRAMER LEVIN NAFTALIS & FRANKEL LLP | 2 |