SecProbe.io

November 7, 2024
Adam Ansaldi
President
SG Commercial Mortgage Securities, LLC
245 Park Avenue
New York, New York 10167
Re:SG Commercial Mortgage Securities, LLC
Registration Statement on Form SF-3
SF-3 filed October 11, 2024
File No. 333-282604
Dear Adam Ansaldi:
            We have reviewed your registration statement and have the following comments.
            Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a 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 letter, we may have additional comments.
Registration Statement on Form SF-3
General
1.Please confirm that the depositor and any issuing entities previously established,
directly or indirectly by the depositor or any affiliate of the depositor have been
current and timely with Exchange Act reporting during the last twelve months with
respect to asset-backed securities involving the same asset class. Please refer to
General Instruction I.A.2. of Form SF-3.
Summary, page 47
We note your disclosure of various types of shortfalls in available funds which will
reduce distribution to the classes or certificates or trust components with the lowest
payment priorities, including shortfalls resulting from extraordinary expenses of the
issuing entity including indemnification payments payable to the parties to the pooling
and servicing agreement. Please identify for us which provisions in the pooling and 2.

November 7, 2024
Page 2
servicing agreement would entitle parties to the pooling and servicing agreement to be
indemnified by the issuing entity.  Further, please tell us whether these provisions
would entitle these parties to indemnification related to the asset review or dispute
resolution provisions required by General Instruction I.B.1 of Form SF-3.
Risk Factors
Cyberattacks or Other Security Breaches Could Have a Material Adverse Effect on the
Business of the Transaction Parties, page 65
3.We note your disclosure sets forth an example that, “hackers recently engaged in
attacks against organizations that are designated to disrupt key business services.” As
a result, “There can be no reassurance that the sponsors, the master servicers, the
special servicer, the borrowers or the other transaction parties will not suffer any such
losses in the future.”  Please revise to explain the relevancy of these attacks or provide
further detail.
Concentration Based on Property Type, Geography, Related Borrowers and Other Factors
May Disproportionately Increase Losses, page 93
4.We note your disclosure explaining that the effect of mortgage pool loan losses will
be more severe if the losses relate to mortgage loans that account for
disproportionately large percentage of the pool’s aggregate principal balance. In an
appropriate section, please provide bracketed disclosure stating that if 10% or more of
the pool in any one state or other geographic region is present, then you will describe
any economic or other factors specific to such state or region that may materially
impact the pool asset or pool asset cashflows. Refer to Item 1111(b)(14) of Regulation
AB.
Underwritten Net Cash Flow Could Be Based on Incorrect or Flawed Assumptions, page 108
5.We note this risk factor references another risk factor titled "-Special Risks-Current
Coronavirus Pandemic Has Adversely Affected the Global Economy..."  We also note
the same reference in the risk factor that follows.  We could not locate this risk factor.
Please revise to delete this cross reference.
[Qualifying CRE Loans, page 271
6.Your disclosure refers to certain credit risk requirements under “Regulation RR of the
Securities Act.” Please revise to reflect that Regulation RR is promulgated under the
Securities Exchange Act.
Mediation and Arbitration Provision, page 418
7.We note your disclosure that any out-of-pocket expenses required to be borne by or
allocated to the Enforcing Servicer in a mediation or arbitration will be reimbursable
as trust fund expenses. Please tell us how this disclosure complies with General
Instruction I.B.1(c)(B) of Form SF-3 which requires certain provisions for how
expenses should be allocated or revise.

November 7, 2024
Page 3
Limitation on Rights of Certificateholders [and RR Interest Owner] to Institute a Proceeding,
page 425
8.We note your disclosure about the limitation on rights of certificateholders to institute
a proceeding, including the numerous conditions required, such as offering to
indemnify the trustee.  However, please clarify if certificateholders have the same
limitations if they were to institute proceedings against the trustee for not meeting its
responsibilities set forth in the PSA.
Pending Legal Proceedings Involving Transaction Parties, page 451
9.We note your disclosure that “the sponsors have been involved in, and are currently
involved in, certain litigation or potential litigation, including actions relating to
repurchase claims.” Please revise to reflect that you will update this disclosure at the
time of an offering.
Part II- Information Not Required in Prospectus
Item 14. Exhibit, page II-2
10.Please revise footnote 7 to provide the complete file number of the Form SF-3 that
you are incorporating by reference.
11.Please file your remaining exhibits with your next amendment. Refer to Item 1100(f)
of Regulation AB and Item 601 of Regulation S-K. Note that we may have additional
comments on your registration statement following our review of any such exhibits.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence
of action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Hodan Siad at 202-679-7829 or Rolaine Bancroft at 202-551-3313
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Structured Finance