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SEC Company Response from FUNDRISE REAL ESTATE INVESTMENT TRUST, LLC (CIK 0001645583) — Jun 30, 2021

FUNDRISE REAL ESTATE INVESTMENT TRUST, LLC (CIK 0001645583)
Date: June 30, 2021 · CIK: 0001645583 · Accession: 0001104659-21-087845

AI Filing Summary & Sentiment

File numbers found in text: 024-11140

Date
June 30, 2021
Author
/s/ Mark Schonberger
Form
CORRESP
Company
FUNDRISE REAL ESTATE INVESTMENT TRUST, LLC (CIK 0001645583)

Letter

VIA EDGAR Division of Corporation Finance – Office of Real Estate & Commodities Post-Qualification Amendment No. 6 to Offering Statement on Form 1-A Response dated June 28, 2021 File No. 024-11140

Dear Staff of the Division of Corporation Finance:

This letter is submitted on behalf of Fundrise Real Estate Investment Trust, LLC (the “Company”) in response to a comment letter from the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) dated June 30, 2021 (the “Comment Letter”) with respect to the Company’s Post-Qualification Amendment on Form 1-A filed with the Commission on May 12, 2021 (the “Offering Statement”). The response provided is based upon information provided to Goodwin Procter LLP by the Company.

For your convenience, the Staff’s comment has been reproduced in italics herein with a response immediately following the comment. Defined terms used herein but not otherwise defined have the meanings given to them in the Offering Statement.

Post-Qualification Amendment No. 6 to Offering Statement on Form 1-A

General

1. We note your response to comment 1 and we reissue it in part. Please also remove the aggregated Fundrise returns from the investor letter.

Response to Comment No. 1

While disagreeing with the Staff’s conclusion, in the interest of time, with respect to the Company, the aggregated fund-level returns are being removed from the investor letter.

* * * * *

If you have any questions or would like further information concerning the Company’s response to the Comment Letter, please do not hesitate to contact me at (212) 813-8842 or Bjorn J. Hall at (202) 584-0550.

Sincerely,
/s/ Mark Schonberger

Show Raw Text
CORRESP
1
filename1.htm

    Goodwin Procter LLP

    The New York Times Building

    620 Eighth Avenue

    New York, NY 10018

    goodwinlaw.com

    +1 212 813 8800

June 30, 2021

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance – Office of Real Estate &
Commodities

100 F Street, N.E.

Washington, D.C. 20549-3010

    Re:

    Fundrise Real Estate Investment Trust, LLC

    Post-Qualification Amendment No. 6 to

    Offering Statement on Form 1-A

    Response dated June 28, 2021

    File No. 024-11140

Dear Staff of the Division of Corporation Finance:

This letter is submitted on
behalf of Fundrise Real Estate Investment Trust, LLC (the “Company”) in response to a comment letter from the
staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
dated June 30, 2021 (the “Comment Letter”) with respect to the Company’s Post-Qualification Amendment
on Form 1-A filed with the Commission on May 12, 2021 (the “Offering Statement”). The response provided is based
upon information provided to Goodwin Procter LLP by the Company.

For your convenience, the
Staff’s comment has been reproduced in italics herein with a response immediately following the comment. Defined terms used herein
but not otherwise defined have the meanings given to them in the Offering Statement.

Post-Qualification Amendment No. 6 to Offering
Statement on Form 1-A

General

1.       We
note your response to comment 1 and we reissue it in part. Please also remove the aggregated Fundrise returns from the investor letter.

Response to Comment No. 1

While disagreeing with the Staff’s conclusion,
in the interest of time, with respect to the Company, the aggregated fund-level returns are being removed from the investor letter.

* * * * *

If you have any questions
or would like further information concerning the Company’s response to the Comment Letter, please do not hesitate to contact me
at (212) 813-8842 or Bjorn J. Hall at (202) 584-0550.

    Sincerely,

    /s/ Mark Schonberger

    Mark Schonberger

    cc:
    Via E-mail

    Benjamin S. Miller, Chief Executive Officer

    Bjorn J. Hall, General Counsel and Secretary

    Michelle A. Mirabal, Deputy General Counsel

    Rise Companies Corp.

    Matthew Schoenfeld, Esq.

    Goodwin Procter LLP