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PRIVILEGED & CONFIDENTIAL    AmericasActive:19469504.4  SILVER STAR PROPERTIES REIT, INC.  2909 Hillcroft, Suite 420  Houston, Texas 77057      January 9, 2024    BY EDGAR    Perry Hindin and Blake Grady  Office of Mergers & Acquisitions  Division of Corporation Finance   U.S. Securities and Exchange Commission   100 F Street, NE   Washington, D.C. 20549    Re: Silver Star Properties REIT, Inc.   DEFA14A, Filed January 5, 2023 (0001446687-24-000004)   DEFA14A, Filed January 5, 2023 (0001446687-24-000006)   File No. 001-41786    Dear Messrs. Hindin and Grady:    This letter is in response to (i) the letter (the “Comment Letter”) dated January 5, 2024, from the  staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission  (“SEC”) addressed to Silver Star Properties REIT, Inc. (the “Company”) and (ii) a subsequent call from the  Staff on January 5, 2024 to our counsel, Don McDermett of Winston & Strawn LLP, following the issuance  of the Comment Letter.  For ease of reference, the text of the Staff’s comments is included below in bold- faced type, followed by the Company’s responses to each.     DEFA14A filed January 5, 2024 (0001446687-24-000004)    1. The following statement in your letter appears to impugn the character, integrity and  personal reputation of Allen Hartman and his daughter without adequate factual  foundation (emphasis added):    • You will be with us as we forge ahead, committed to digging out of the hole  that Hartman created and creating future profits for all stockholders.    • [Allen Hartman] is even using his inexperienced daughter, never having  made a dime for any stockholder, to contact you and is still grooming her to  take over your company if he regains control.    Please do not make such statements without providing a proper factual foundation for  the statements. In addition, as to matters for which you do have a proper factual  foundation, please avoid making statements about those matters that go beyond the scope  of what is reasonably supported by the factual foundation. Please note that characterizing  a statement as one’s opinion or belief does not eliminate the need to provide a proper  factual foundation for the statement; there must be a reasonable basis for each opinion  or belief that the filing persons express. Please refer to Note (b) to Rule 14a-9. To the

AmericasActive:19469504.4  extent you are unable to provide adequate support, please revise these disclosures and  refrain from including such statements in future soliciting materials.    Response: The Company respectfully acknowledges the Staff’s comment.  However, the Company  believes that it has a proper factual foundation for the statements made in the above-referenced filings.  Set  forth on Exhibit A to this letter is a summary of the Company’s factual support for the subject assertions,  which exhibit cites relevant portions of the original petition (the “Petition”) that the Company filed against  Allen R. Hartman and certain of his affiliates on December 14, 2023 in the District Court of Harris County,  Texas, 334th Judicial District (Case no. 2023-85765).  In order to place a concise description of these factual  matters in a convenient place for access by the Company’s stockholders, a copy of the Petition was filed as  Exhibit 99.1 to the Company’s Current Report on Form 8-K dated December 18, 2023.  The Company  subsequently referenced the Petition in its press release, set forth on Exhibit 99.1 to a second Current Report  on Form 8-K, also filed on December 18, 2023.  The Company and its litigation counsel investigated the  facts set forth in the Petition to obtain comfort as to their accuracy prior to filing the Petition.     The Company also respectfully notes that some of the factual bases referenced in Exhibit A to this  letter were made in certain of the Company’s DEFA14A and Form 8-K filings containing additional  solicitation materials, including the following:  (i) Exhibit 99.1 to the Company’s Current Report on Form  8-K, filed November 27, 2023 and (ii) Exhibits 99.1, 99.2 and 99.3 to the Company’s Current Report on  Form 8-K, filed November 29, 2023.  The Company likewise took care to ensure the veracity of these  statements prior to making the respective filings.       2. We note your statement that “[e]nclosed is a previously circulated mailing summarizing  the problems associated with Allen Hartman.”  Please revise to include such mailing or  confirm such mailing has been previously filed as soliciting material under the cover of  Schedule 14A.    Response: The Company confirms to the Staff that the above-referenced mailing was filed with  the SEC as soliciting material under the cover of Schedule 14A on December 29, 2023.      DEFA14A filed January 5, 2024 (0001446687-24-000006)    3. “Please consider the two comments included in the [Comment Letter] to be extended to  the last slide of the DEFA14A materials filed on January 5, 2024.”    Response: The Company respectfully acknowledges the Staff’s comment and references its  response to the comment set forth in item 1 above and related Exhibit A attached hereto, which also sets  for the factual bases supporting the subject statements.      The Company also wishes to call the Staff’s attention to the fact that the Company has filed claims  related to violations of the federal proxy rules against Mr. Hartman, his wife, and Hartman vREIT XXI,  Inc. in that certain Complaint for Injunctive and Other Relief that the Company filed against those parties  on October 6, 2023 in the United States District Court of Maryland (Case no. 1:23-cv-02720-ELH) (the  “Maryland Petition”).  Among other things, the Maryland Petition alleges that Mr. Hartman (through his  counsel) hired a proxy solicitation firm and had contacted at least ten shareholders without filing a proxy  statement, and that the communications included false and misleading statements.  See, e.g., paragraphs 37- 56 of the Maryland Petition, a copy of which is attached as Exhibit B to this letter.    If you have any questions, please feel free to contact our counsel, Don McDermett or Ben Chrisman  of Winston & Strawn LLP, at 214-453-6388 and 214-453-6438, respectively.

AmericasActive:19469504.4  Very truly yours,  /s/ Gerald Haddock     Gerald Haddock  Co-Chief Executive Officer and Chairman of the  Executive Committee       cc:  Don McDermett, Partner, Winston & Strawn LLP

  Exhibit A-1  AmericasActive:19469504.4  Exhibit A    Silver Star Properties REIT, Inc.  Summary Response to SEC Comment Letter, dated Jan. 5, 2024, and Additional Comments in SEC  Voicemail of Jan. 5, 2024    Statements in DEFA14  Supplemental Materials, as  filed Jan. 5, 2024  Factual Bases  “You will be with us as we forge  ahead, committed to digging out  of the hole that Hartman created  and creating future profits for all  stockholders.” (emphasis added in  SEC comment letter)  -As CEO and Chairman of Silver Star (at the time, Hartman Short  Term Income Properties XX, Inc.), Allen Hartman diverted his  energy, attention, and company resources to his personal right- wing political and religious endeavors.  See Silver Star Properties  REIT, Inc. v. Allen R. Hartman, et al., No. 2023-85765 pending in  the 334th Dist. Crt. of Harris Cnty., Tex., Pet., attached as Exhibit  A-1, at ¶ 23.  -Silver Star experienced significant employee and executive  turnover and instability under Mr. Hartman’s leadership.  See, e.g.,  id. ¶¶ 25, 26, 44.  -Mr. Hartman repeatedly claimed to investors that he chose to  forego his salaries from Silver Star in an attempt to show his  interests were aligned with theirs, yet he approved monthly  distributions that outpaced Silver Star’s abilities (amounting to  $105.66 million from the company’s inception until independent  directors halted distributions in July 2022), while he and his  family and affiliated companies owned significant equity stakes in  Silver Star.  See id. ¶¶ 27, 44.  As of November 2023, Mr.  Hartman and his family and affiliated companies owned  approximately 15.08% of Silver Star’s shares. See id. ¶¶ 16-21;  see also Silver Star Schedule 13D/A, dated Nov. 22, 2023,  attached as Exhibit A-2; Initial Statement of Beneficial  Ownership of Securities, dated Nov. 29, 2023, attached as Exhibit  A-3.   -At the same time Mr. Hartman was CEO and Chairman of Silver  Star, Mr. Hartman was President, CEO, and/or Executive  Chairman of companies that received compensation from Silver  Star to manage its properties and day-to-day affairs and/or with  which Silver Star entered significant transactions.  See Exhibit A- 1, ¶¶ 28-31, 44.  By way of one example, Mr. Hartman was on  both sides of a $10 million unsecured promissory note payable  from Silver Star to Hartman vREIT XXI (“XXI”) (a company  where he was, and still is, CEO and Executive Chairman, inter  alia), a note under which the amount owed by Silver Star  purportedly ballooned to over $17 million by the time Mr.  Hartman was ousted as CEO of Silver Star.  See id. ¶¶ 31, 44.  -Mr. Hartman also jeopardized the refinancing of a $259 million  loan secured by Silver Star’s assets, and did so on several  occasions, despite recommendations from outside advisors.  See  id. ¶¶ 35-41, 44, 46, 55-57.  -Mr. Hartman also failed to remedy excessive tenant turnover.  See  id. ¶ 44.

  Exhibit A-2  AmericasActive:19469504.4  -Mr. Hartman also failed to pay vendors, with delinquent accounts  payable rapidly increasing through the time of his removal as  CEO.  See id. ¶ 44.  -Additionally, in or about October 2022, Silver Star’s bankers told  it that it would not be able to raise capital so long as Mr. Hartman  was at the helm of Silver Star.  See id. ¶ 47.  “[Allen Hartman] is even using  his inexperienced daughter, never  having made a dime for any  stockholder, to contact you and is  still grooming her to take over  your company if he regains  control.”  -Margaret Hartman received her B.B.A. in 2017 from Texas A&M  University.  See Margaret Hartman LinkedIn Profile, attached as  Exhibit A-4.  -She does not have an M.B.A.  See id.  -Prior to joining Silver Star in May 2021, when her father was still  CEO, Margaret Hartman worked for real estate firm Hines for 4  years.  She initially worked with Hines as an analyst intern, joined  Hines post-graduation as an Analyst, and was a Senior Analyst for  a little over her final year-and-a-half at the company.  See id.    -She joined Silver Star and worked in an equity raising position  for a department that had an approximately $2 million annual  budget.  This equity-raising campaign was a failure and did not  bring in any additional equity into the company.  See Exhibit A-1,  ¶ 4.  -Despite many long-term executives with more institutional  history, superior educational backgrounds, and work experience,  Margaret Hartman began attending executive-level meetings that  outpaced her seniority and experience level and was invited to join  high-level decision-making at Silver Star under her father’s  leadership.  See Exhibit A-1, ¶¶ 4, 26, 44.  -With her father’s departure from Silver Star, Margaret Hartman  has now joined another company led by Mr. Hartman, XXI.  -Margaret Hartman has been heavily involved in meetings  between Silver Star and Allen Hartman regarding Hartman’s  proposed separation from Silver Star, as well as the separation of  XXI. See Exhibit A-1, ¶ 52.  -Margaret Hartman (separate from any interest in shares owned by  the Hartman Family Protection Trust or her other family members  or corporate affiliates) owns approximately 1.26% of the shares of  Silver Star.  See Exhibit A-1, ¶ 19; see also Silver Star Schedule  13D/A, dated Nov. 22, 2023, attached as Exhibit A-2; Initial  Statement of Beneficial Ownership of Securities, dated Nov. 29,  2023, attached as Exhibit A-3.  “Hartman knowingly and  intentionally caused significant  [damages] to the Company with  the help of third parties.”  -Dissatisfied with his removal as Executive Chairman and the  failure to negotiate an overly-favorable separation from Silver  Star, on March 20, 2023, Mr. Hartman and companies in his  control (including XXI) filed an Original Petition in the District  Court of Harris County, Texas in Cause No. 2023-17944, accusing  Silver Star of breaching its contractual obligations to him and his  companies inter alia.  See Exhibit A-1, ¶ 54.  - Mr. Hartman amended his petition on July 7, 2023, and then  again on July 18, 2023, to bring additional claims against Silver  Star. The second amended petition brought frivolous claims that  Mr. Hartman (and his controlled entities) owned an interest in  property owned by a Silver Star subsidiary, and filed baseless lis

  Exhibit A-3  AmericasActive:19469504.4  pendens under Section 12.007 of the Texas Property Code against  eight properties, knowing that Silver Star was attempting to sell  these properties to refinance a $259 million secured loan that was  coming due in October 2023.  Silver Star informed Mr. Hartman  and his attorney that Mr. Hartman and XXI had no interest in the  properties as a matter of law via filings in the litigation and a letter  dated August 17, 2023.  See Letter to Lightsey, dated Aug. 17,  2023, attached as Exhibit A-5.  Nevertheless, neither Mr. Hartman  nor his attorney removed the lis pendens or dropped his baseless  claims of interest, knowing that these actions would cause  significant harm to Silver Star and its business.  All the while, Mr.  Hartman continued to attempt to negotiate to extract more money  and property from Silver Star than he, his family, and/or his  affiliates were entitled.  Moreover, Silver Star’s subsidiary was  forced to file a voluntary Chapter 11 Bankruptcy Petition in  Delaware, Case Number 1:23-bk-11452.  In a stipulated judgment  entered in these bankruptcy proceedings, Mr. Hartman admitted  that he “does not possess any interest in [Silver Star’s] real  property.  Nov. 27, 2023, Stipulated Final Judgment, Hartman  SPE, LLC v. Hartman vReit XXI, Inc., Adv. No. 23-50588, in the  United States Bankruptcy Court for the District of Delaware,  attached as Exhibit A-6, at 3; see also Exhibit A-1, ¶¶ 54-57.  “Hartman wants 5 prime  properties of Silver Star for his  family which constitutes a  ‘greenmail transaction’ to the  detriment of the shareholders.”  -Silver Star has attempted to separate its interests from those of  Mr. Hartman and his family and affiliated companies for over a  year but has failed to do so because of Mr. Hartman’s repeatedly  attempts to extract properties worth more than the fair value of his  and his family’s stake in Silver Star in those negotiations.  See  Exhibit A-1, ¶¶ 50-52, 55-56; see also Jan. 9, 2023 Letter of  Intent for Separation Agreement, attached as Exhibit A-7 (noting,  in part, that the parties would “cooperate and negotiate in good  faith to resolve any additional matters and to affect an orderly  transition on a commercially reasonable basis to wholly separate  companies”).  -Mr. Hartman sought these properties in exchange for his, his  family’s, and his affiliated-companies’ shares in Silver Star at  various junctures over the past year, including negotiations in  March/April 2023 and after inappropriately filing lis pendens  against Silver Star’s subsidiary’s properties in summer 2023 in an  effort to obstruct Silver Star’s ability to refinance a large secured  loan.  See Exhibit A-1, ¶¶ 50-52, 55-56.

Exhibit A-1  [See Attached]

  Page 1 of 30    NO. _________    Silver Star Properties REIT, Inc., § IN THE DISTRICT COURT OF    §   Plaintiff, §    §  v.   §      §   Allen R. Hartman, individually and §  as Trustee for the Hartman Family §  Protection Trust; Lisa Hartman,  §   HARRIS COUNTY, TEXAS  individually and as Trustee for §  the Hartman Family Protection §  Trust; Margaret Hartman; §   Hartman vREIT XXI, Inc.; and  §  Hartman XX Holdings, Inc. §