INNOVATIVE INDUSTRIAL PROPERTIES, INC.
1389 Center Drive, Suite 200
Park City, UT 84098
September 8, 2021
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
Attention: Gregory Herbers
| Re: | IIP Operating Partnership, LP |
Registration Statement on Form S-4 (Registration No. 333-258043)
Ladies and Gentlemen:
Pursuant to Rules 460 and 461 under the Securities Act of 1933, as amended, Innovative Industrial Properties, Inc. (the “Company”), IIP Operating Partnership, LP (the “Issuer”) and the subsidiaries of the Issuer, each a co-registrant with respect to the above-referenced Registration Statement hereby request acceleration of effectiveness of the above-referenced Registration Statement to 4:30 p.m., Eastern time, on September 10, 2021, or as soon as practicable thereafter. Please contact Carolyn Long of Foley & Lardner LLP of such effectiveness by a telephone call to (858)-847-6833 or via email at ctlong@foley.com.
| Very truly yours, |
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| Innovative Industrial Properties, Inc. |
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| By: | /s/ Brian Wolfe |
| | Brian Wolfe |
| | Vice President, General Counsel and Secretary |
| IIP OPERATING PARTNERSHIP, LP |
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| By: | Innovative Industrial Properties, Inc. |
| | Its general Partner |
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| By: | /s/ Brian Wolfe |
| | Brian Wolfe |
| | Vice President, General Counsel and Secretary |
IIP-AZ 1 LLC
IIP-AZ 2 LLC
IIP-GP LLC
IIP-CO 1 LLC
IIP-CO 2 LLC
IIP-FL 1 LLC
IIP-FL 2 LLC
IIP-FL 3 LLC
IIP-IL 1 LLC
IIP-IL 2 LLC
IIP-IL 3 LLC
IIP-IL 4 LLC
IIP-IL 5 LLC
IIP-IL 6 LLC
IIP-MA 1 LLC
IIP-MA 2 LLC
IIP-MA 3 LLC
IIP-MA 4 LLC
IIP-MA 5 LLC
IIP-MA 6 LLC
IIP-MA 7 LLC
IIP-MD 1 LLC
IIP-MD 2 LLC
IIP-MI 1 LLC
IIP-MI 2 LLC
IIP-MI 3 LLC
IIP-MI 4 LLC
IIP-MI 5 LLC
IIP-MI 6 LLC
IIP-MI 7 LLC
IIP-MI 8 LLC
IIP-MN 1 LLC
IIP-MO 1 LLC
IIP-ND 1 LLC
IIP-NJ 1 LLC
IIP-NJ 2 LLC
IIP-NV 1 LLC
IIP-NY 1 LLC
IIP-NY 2 LLC
IIP-OH 1 LLC
IIP-OH 2 LLC
IIP-OH 3 LLC
IIP-OH 4 LLC
IIP-PA 1 LLC
IIP-PA 1 LLC
IIP-PA 2 LLC
IIP-PA 3 LLC
IIP-PA 4 LLC
IIP-PA 5 LLC
IIP-PA 6 LLC
IIP-PA 7 LLC
IIP-PA 8 LLC
IIP-TX 1 LLC
IIP-VA 1 LLC
IIP-WA 1 LLC
| By: | IIP OPERATING PARTNERSHIP, LP, |
| | as the sole member |
| |
| | By: | Innovative Industrial Properties, Inc. |
| | | Its general Partner |
| | By: | /s/ Brian Wolfe |
| | Brian Wolfe |
| | Vice President, General Counsel and Secretary |
| IIP-CA 1 LP |
| IIP-CA 2 LP |
| IIP-CA 3 LP |
| IIP-CA 4 LP |
| IIP-CA 5 LP |
| | | | | |
| By: | IIP-GP LLC, |
| as the sole general partner |
| | | | | |
| | By: | IIP OPERATING PARTNERSHIP, LP, as the sole member |
| | | | | |
| | | By: | Innovative Industrial Properties, Inc., as the sole general partner |
| | | | | |
| | | | By: | /s/ Brian Wolfe |
| | | | | Brian Wolfe |
| | | | | Vice President, General Counsel and Secretary |