SecProbe.io

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      July 11, 2005

      Mail Stop 0409

Brenda G. Gujral
Director and President
Inland American Real Estate Trust, Inc.
2901 Butterfield Road
Oak Brook, IL 60523

Re:	Inland American Real Estate Trust
	Registration Statement on Form S-11
	Draft Responses to our letter dated June 29, 2005
	Provided July 5, 2005
      Registration No. 333-122743

Dear Ms. Gujral:

	We have reviewed your draft filing and have the following
comments.  Where indicated, we think you should revise your
document
in response to these comments.  If you disagree, we will consider
your explanation as to why our comment is inapplicable or a
revision
is unnecessary.  Please be as detailed as necessary in your
explanation.  In some of our comments, we may ask you to provide
us
with supplemental information so we may better understand your
disclosure.  After reviewing this information, we may or may not
raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Prior Performance of IREIC
1. We note your response to comment 1 of our June 29th letter.  As
to
each program, please expand to quantify the (1) amount of IREIC
fees
deferred, (2) the amount of IREIC fees forgiven, and (3) the
amount
of funds advanced by IREIC.
2. In years that the distribution exceeded cash flows from
operating
activities, tell us specifically how you funded the distribution.
3. We note your disclosure in Rider 55 that in order that funds
distributed in the prior programs would not be deemed a return of
capital, IREIC deferred, forgave and advanced funds to the prior
REITs.  Please revise to disclose whether IREIC proposes to do the
same for this REIT and any risks associated with its continuing
such
practice or not continuing such practice.
4. We note your statements that you deferred or forgave fees in
order
to make distributions that would not be deemed a return of
capital.
Please reconcile this with the tables that reflect that in all of
the
years distributions were made there was a non-taxable distribution
or
a return of capital.
5. In order for us to assess the significance of the sponsor`s
deferrals, forgiveness and advances, please tell us the impact on
historical distributions if the sponsor had not forgiven or
deferred
fees or advanced funds.
6. Refer to rider 57 regarding the table reflecting the yields on
principal that investors would have realized if they had
reinvested
their distributions at the discounted share price provided in the
distribution reinvestment program. Please revise to reflect that
these amounts could only be achieved as a result of the sponsor`s
foregiveness and deferral of fees as well as advances of funds.

Prior Performance Tables - Table III
7. We note that cash distributions to investors exceeded cash
available from operations during some periods covered in the
table.
Please expand the table to provide all sources of cash available
for
distributions.  Refer to Guide 5, Table III.

  *	*	*

      As appropriate, please amend your registration statement 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.

	Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
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 this action 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.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      Please contact Charito A. Mittelman at 202-551-3402 or me at
202-551-3780 with any questions.

Sincerely,

Elaine Wolff
Legal Branch Chief

cc:	Michael J. Choate, Esq. (via facsimile)

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Brenda G. Gujral
Inland American Real Estate Trust, Inc.
July 11, 2005
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