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United States securities and exchange commission logo

                               March 30, 2023

       Jeffrey D. Marell
       Partner
       Paul, Weiss, Rifkind, Wharton & Garrison LLP
       1285 Avenue of the Americas
       New York, NY 10019

                                                        Re: Necessity Retail
REIT, Inc.
                                                            PREC14A filed March
22, 2023
                                                            File No. 001-38597

       Dear Jeffrey D. Marell:

              We have reviewed your filing and have the following comments. In
some of our
       comments, we may ask you to provide us with information so we may better
understand your
       disclosure.

               Please respond to these comments by providing the requested
information or advise us as
       soon as possible when you will respond. If you do not believe our
comments apply to your facts
       and circumstances, please tell us why in your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       PREC14A filed March 22, 2023

       General

   1.                                                   Please outline briefly
the rights of appraisal or similar rights of dissenters with respect to
                                                        any matter to be acted
upon at the meeting and indicate any statutory procedure required
                                                        to be followed by
dissenting security holders in order to perfect such rights. See Item 3 of
                                                        Schedule 14A.
   2.                                                   Please mark as
preliminary your form of proxy. See Rule 14a-6(e)(1).
   3.                                                   We note references in
the proxy statement and form of proxy to "Rule 14(a)-4(c)." Please
                                                        correct such references
to "Rule 14a-4(c)."
       Questions and Answers About the Meeting and Voting, page 2

   4.                                                   We note the following
sentence on page 6: "Because the Board of Directors determined
                                                        that under Maryland law
and our Bylaws, unless the Maryland courts determine
                                                        otherwise, the GOLD
proxy card accompanying this Proxy Statement is not a    universal
 Jeffrey D. Marell
Paul, Weiss, Rifkind, Wharton & Garrison LLP
March 30, 2023
Page 2
         proxy card and does not contain the names of Blackwells    purported
nominees." Please
         include the missing phrase, "Blackwells    purported nominees were not
validly
         nominated," after the word "determined" to clarify the sentence, as
has been done in the
         equivalent section of the Global Net Lease preliminary proxy
statement.
Background to the Solicitation, page 8

5.       We understand that the September 16 letter referred to addressed
Global Net Lease's
         performance, and not that of Necessity Retail REIT, Inc. Please
correct the disclosure
         accordingly, or advise.
        We remind you that the filing persons are responsible for the accuracy
and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.

      Please direct any questions to David Plattner, at 202-551-8094, or
Christina Chalk, at
202-551-3263.

FirstName LastNameJeffrey D. Marell                  Sincerely,
Comapany NamePaul, Weiss, Rifkind, Wharton & Garrison LLP
                                                     Division of Corporation
Finance
March 30, 2023 Page 2                                Office of Mergers and
Acquisitions
FirstName LastName
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