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Correspondence 0001213900-26-029135 from Wheeler Real Estate Investment Trust, Inc. (WHLR)

Wheeler Real Estate Investment Trust, Inc.
Date: March 17, 2026 · CIK: 0001527541 · Accession: 0001213900-26-029135

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File numbers found in text: 333-294263

Date
March 17, 2026
Author
Chief
Form
CORRESP
Company
Wheeler Real Estate Investment Trust, Inc.

Letter

Division of Corporation Finance Washington, D.C. 20549 Attn: Benjamin Holt Office of Real Estate & Construction Re: Request for Acceleration of Effectiveness of Wheeler Real Estate Investment Trust, Inc.'s Registration Statement on Form S-11 (File No. 333-294263) filed on March 12, 2026.

Dear Mr. Holt:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Wheeler Real Estate Investment Trust, Inc. hereby requests that the effectiveness of the Registration Statement on Form S-11 (File No. 333-294263) (the " Registration Statement ") be accelerated so that the Registration Statement will become effective on March 20, 2026 at 9:00 a.m., Eastern Time, or as soon thereafter as practicable.

Please call Daniel P. Raglan of Cadwalader, Wickersham & Taft LLP at (212) 504-6790 if you have any questions regarding this request, and please notify him when this request for acceleration has been granted.

Very truly yours,
WHEELER REAL ESTATE INVESTMENT TRUST, INC.

Show Raw Text
CORRESP
 1
 filename1.htm

 WHEELER
REAL ESTATE INVESTMENT TRUST, INC.

 2529
Virginia Beach Blvd.

 Virginia
Beach, Virginia 23452

 (757)
627-9088

 March
17, 2026

 BY
EDGAR

 U.S.
Securities and Exchange Commission

 Division
of Corporation Finance

 100
F Street, N.E.

 Washington,
D.C. 20549

 Attn:
 Benjamin
 Holt

 Office
 of Real Estate & Construction

 Re:
 Request for Acceleration
 of Effectiveness of Wheeler Real Estate Investment Trust, Inc.'s Registration Statement on Form S-11 (File No. 333-294263)
 filed on March 12, 2026.

 Dear
Mr. Holt:

 Pursuant
to Rule 461 promulgated under the Securities Act of 1933, as amended, Wheeler Real Estate Investment Trust, Inc. hereby requests that
the effectiveness of the Registration Statement on Form S-11 (File No. 333-294263) (the " Registration Statement ")
be accelerated so that the Registration Statement will become effective on March 20, 2026 at 9:00 a.m., Eastern Time, or as soon thereafter
as practicable.

 Please
call Daniel P. Raglan of Cadwalader, Wickersham & Taft LLP at (212) 504-6790 if you have any questions regarding this request, and
please notify him when this request for acceleration has been granted.

 Very truly yours,

 WHEELER REAL ESTATE INVESTMENT TRUST, INC.

 By:
 /s/
 Patrick Gundlach

 Patrick
 Gundlach
 Chief
 Accounting Officer

 cc:
 Daniel P. Raglan, Cadwalader,
 Wickersham & Taft LLP