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SEC Company Response from GETTY REALTY (GTY) — Jan 30, 2015

GETTY REALTY CORP /MD/ (GTY) (CIK 0001052752)
Date: Jan. 30, 2015 · CIK: 0001052752 · Accession: 0001193125-15-027811

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File numbers found in text: 333-200913

Date
January 30, 2015
Author
/s/ Eugene Shnayderman
Form
CORRESP
Company
GETTY REALTY CORP /MD/ (GTY) (CIK 0001052752)

Letter

VIA EDGAR CORRESPONDENCE AND E-MAIL Division of Corporation Finance Attention: Sara von Althann Re: Getty Realty Corp. Registration Statement on Form S-3 Filed December 12, 2014 File No. 333-200913

Dear Ms. von Althann:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Getty Realty Corp. (the “Registrant”) hereby requests acceleration of the effectiveness of the above-referenced Registration Statement on Form S-3 (File No. 333-200913) filed on December 12, 2014 (the “Registration Statement”), so that it will become effective on January 30, 2015 at 4:00 P.M. (Eastern time) or as soon as is practicable thereafter.

In connection with the foregoing acceleration request, the Registrant hereby acknowledges the following:

•

should the Securities and Exchange Commission (the “Commission”) or the Staff of the Commission, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

•

the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

•

the Registrant may not assert comments of the Commission or the Staff and the declaration of effectiveness of the Registration Statement as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Division of Corporation Finance

U.S. Securities and Exchange Commission

Page

Please contact the undersigned at (516) 478-5414 or Wm. David Chalk, Esq. at (410) 580-4120 of DLA Piper LLP (US) with any questions you may have concerning this request, and please notify either of us when this request for acceleration has been granted.

Respectfully submitted,
/s/ Eugene Shnayderman

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CORRESP
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filename1.htm

Correspondence

 Getty Realty Corp.

Two Jericho Plaza, Suite 110

Jericho, New York 11753

 VIA EDGAR
CORRESPONDENCE AND E-MAIL

 January 30, 2015

 U.S.
Securities and Exchange Commission

 Division of Corporation Finance

100 F Street, N.E.

 Washington, D.C. 20549

Attention: Sara von Althann

Re:
Getty Realty Corp.

 Registration Statement on Form S-3

Filed December 12, 2014

 File No.
333-200913

 Dear Ms. von Althann:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Getty Realty Corp. (the “Registrant”) hereby
requests acceleration of the effectiveness of the above-referenced Registration Statement on Form S-3 (File No. 333-200913) filed on December 12, 2014 (the “Registration Statement”), so that it will become effective on
January 30, 2015 at 4:00 P.M. (Eastern time) or as soon as is practicable thereafter.

 In connection with the foregoing acceleration
request, the Registrant hereby acknowledges the following:

•

should the Securities and Exchange Commission (the “Commission”) or the Staff of the Commission, acting pursuant to delegated authority, declare the Registration Statement effective, it does not
foreclose the Commission from taking any action with respect to the Registration Statement;

•

the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant from its full responsibility for the adequacy and
accuracy of the disclosure in the Registration Statement; and

•

the Registrant may not assert comments of the Commission or the Staff and the declaration of effectiveness of the Registration Statement as a defense in any proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

 Division of Corporation Finance

U.S. Securities and Exchange Commission

 Page
 2

 Please contact the undersigned at (516) 478-5414 or Wm. David Chalk, Esq. at
(410) 580-4120 of DLA Piper LLP (US) with any questions you may have concerning this request, and please notify either of us when this request for acceleration has been granted.

Respectfully submitted,

 /s/ Eugene Shnayderman

Eugene Shnayderman

Chief Accounting Officer & Controller

cc:
Joshua Dicker, Esq., Senior Vice President, General Counsel and Secretary

 Wm. David Chalk,
Esq., DLA Piper LLP (US)