October 2, 2008


Mail Stop 04-09

David Lichtenstein
c/o The Lightstone Group
326 Third Street
Lakewood, New Jersey 08701

	RE:	Lightstone Value Plus Real Estate Investment Trust, Inc.
      Post-Effective Amendment to Registration Statement on Form
S-11
      File No. 333-117367
      Filed on September 25, 2008

Dear Mr. Lichtenstein:

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

General

1. Please disclose a per share company performance metric, such as
funds from operations, for each of the last four quarters.

2. Please disclose the net operating income of your real estate
portfolio for the last fiscal year and the most recent interim
period.  Please break out each property type.

Recent Developments, page 1

3. Please limit this section to recent developments.  The first
three
paragraphs and the loan table should be moved to the following
section.

4. Please disclose the termination date of the offering.

5. Please revise the disclosure to clarify if the loan table
excludes
your variable rate loans.  If so, please advise us why you exclude
these loans from the table.

Summary of Current Portfolio, page 2

6. Please include a footnote that explains how you calculate the
initial capitalization rate.

7. Please include disclosure regarding average rents of each
property
or on a portfolio basis by property type.

8. Please include an aggregate lease expiration table for your
office, industrial and retail properties.

Compensation Paid to the Lightstone Group..., page 10

9. Please disclose any accrued but unpaid fees.

Incorporation by Reference, page 10

10. Please incorporate your first quarter Form 10-Q.

*  *  *  *

      As appropriate, please amend your filing in response to
these
comments.  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.

	Please contact me at (202) 551-3852 with any other questions.

						Sincerely,


						Michael McTiernan
						Special Counsel

cc:  	Peter Fass (via facsimile)
	Proskauer Rose LLP


David Lichtenstein
Lightstone Value Plus Real Estate Investment Trust, Inc.
October 2, 2008
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

   DIVISION OF
CORPORATION FINANCE
MAIL STOP 4561


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