SecProbe.io

April 24, 2013

Via E -mail
Louis S. Haddad
President and Chief Executive Officer
Armada Hoffler Properties, Inc.
222 Central Park Avenue, Suite 2100
Virginia Beach, Virginia 23462

Re: Armada Hoffler Properties, Inc.
Amendment No. 1 to Registration Statement on Form S -11
Filed April 1 2, 2013
  File No. 333 -187513

Dear Mr. Haddad:

We have reviewed your response letter dated April 23, 2013  and have the following
comment.  In our comment , we may ask you to provide us with information so we may better
understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comment  applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to this comment, we may have  additional comments.

Distribution Policy, page 62

1. We have read your response to our prior comment 3 and the related changes to your
distribution policy.  Please revise your disclosure under the heading Forecasted Segment
Revenues and Expenses to include the following:

 The total number of contracts that have been completed as of the date of your
filing, the dollar amount remaining to be collected under those contracts, and
some indication of when the company expects to collect the amounts outstanding.

 The total number of contracts expected to be completed and fully collected upon
as of December 31, 2013.

Louis S. Haddad
Armada Hoffler Properties, Inc.
April 24, 2013
Page 2

  A general description of the billing terms of construction contracts, including but
not limited to the milestones that must be met to bill clients, reta inage terms and
the typical timeframe between client billings and collections.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 193 3 and
all applicable Securities  Act rules require.   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 disc losures they have made.

Notwithstanding our comments, in the event you request acceleration of the effective date
of the pending regist ration statement please provide  a written statement from the company
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 staff comments and the declaration of effectiveness as a
defense in any proceeding initiated by the Commission or any person under the federal
securities laws of the United States.

Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date  of the registration statement as 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 offe ring of the securities specified in the above registration statement.  Please allow
adequate time  for us to review any amendment prior to the requested effective date of the
registration statement.

Louis S. Haddad
Armada Hoffler Properties, Inc.
April 24, 2013
Page 3

 You may contact Shannon Sobotka, Staff Accountant, at (202) 551 -3856 or Robert
Telewicz, Staff Accountant, at (202) 551 -3438 if you have questions regarding comments on the
financial statements and related matters.  Please contact Folake Ayoola, Attorney Advisor, at
(202) 551 -3673 or me at (202) 551 -3852 with any other questions.

Sincerely,

 /s/ Michael McTiernan

Michael McTiernan
Assistant Director