Mail Stop 4561


					May 25, 2006



John I. Bradshaw, Jr.
President and Chief Executive Officer
Century Realty Trust
320 North Meridian Street, Suite 823
Indianapolis, Indiana  46204

Re:	Century Realty Trust
	Preliminary Proxy Statement on Schedule 14A
	Filed May 9, 2006
	File No. 0-07716

	Form 10-K for the fiscal year ended December 31, 2004
	Filed March 31, 2005
	File No.  0-07716

Dear Mr. Bradshaw:

      This is to advise you that we have conducted only a limited
review of your proxy statement.  Based on that limited review, we
have the following comments.

General

Preliminary Proxy Statement on Schedule 14A

1. Please advise us why you believe that Buckingham Properties,
Inc.
is not an affiliate within the meaning of Rule 13e-3.  Please note
that Rule 12b-2 of the Securities Exchange Act of 1934 defines an
affiliate as a person that directly or indirectly controls or is
controlled by the person specified.  Control is defined as having
"possession, direct or indirect, of the power to direct or cause
the
direction of the management and policies of a person...by
contract,
or otherwise."  In this regard, we note that an affiliate of
Buckingham Properties manages 13 of your 17 properties.
Alternatively, file a Schedule 13E-3.
Summary Term Sheet, page 1

The Asset Sale, page 1

2. Please revise this section to include a discussion of the
estimated amount of proceeds to be distributed to stockholders.
This
information should be prominent and easy for investors to read.

Proposal No. 1:  The Asset Sale, page 15

3. Please revise to include a tabular presentation that includes
the
estimated fair market value for each of your portfolio properties,
any liabilities associated with the properties, and any penalties
or
expenses associated with the sale of the properties.

Background of the Sale of the Trust, page 15

4. You indicate in the third paragraph on page 16 that City
Securities summarized the proposals of seven leading bidders to
the
board of trustees.  Please revise to provide specific disclosure
regarding each proposal, including all material terms.  Further,
you
indicate in the fifth paragraph that certain bidders modified
their
proposals.  Please revise to describe the modifications.

Form 10-K for the fiscal year ended December 31, 2004

5. Please revise your certifications filed as Exhibits 31.1 and
31.2
to reflect the language exactly as set forth in Item 601(b)(31) of
Regulation S-K.  Please also make conforming revisions to all
subsequent Forms 10-Q and 10-K.

*  *  *  *

      As appropriate, please amend your filing in response to
these
comments.  You may wish to provide us with marked copies of the
amendment to expedite our review.  Please furnish a cover letter
with
your amendment that keys your responses to our comments and
provides
any requested supplemental information.  Detailed cover letters
greatly facilitate our review.  Please understand that we may have
additional comments after reviewing your amendment and responses
to
our comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	Before the amended registration statement is declared
effective
pursuant to Section 8 of the Securities Act, the company should
provide us a letter, acknowledging that:

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

?	the action of the Commission or the 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

?	the company may not assert staff comments and 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.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.


	If you have any questions, please call Jeffrey Shady at (202)
551-3471 or me at (202) 551-3495.

      Sincerely,



      Owen Pinkerton
      Senior Counsel

cc:	Philip L. McCool, Esq. (via facsimile)
	Sommer Barnard PC
John I. Bradshaw, Jr.
President and Chief Executive Officer
Century Realty Trust
May 25, 2006
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