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CORRESP Filing

Vireo Growth Inc.
Date: July 23, 2025 · CIK: 0001771706 · Accession: 0001104659-25-069871

Offering / Registration Process

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File numbers found in text: 333-288686

Date
July 23, 2025
Author
Tyson Macdonald
Form
CORRESP
Company
Vireo Growth Inc.

Letter

VIREO GROWTH INC.

209 SOUTH 9 TH STREET

MINNEAPOLIS, MINNESOTA 55402

VIA EDGAR

July 23, 2025

Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, N.E.

Washington, D.C. 20549

Attn: Lauren Hamill

Re: Vireo Growth Inc.

Registration Statement on Form S-3 (File No. 333-288686)

Request for Acceleration of Effective Date

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, Vireo Growth Inc. (the "Company") hereby requests that the Securities and Exchange Commission (the "Commission") accelerate the effective date of the above-referenced Registration Statement on Form S-3 (the "Registration Statement") so that the Registration Statement will be declared effective as of 4:01 p.m. Eastern time, on July 24, 2025, or as soon as practicable thereafter. The Company hereby authorizes Alexander T. Yarbrough or Thomas M. Rose, both of whom are attorneys at the Company's outside legal counsel, Troutman Pepper Locke LLP, to orally modify or withdraw this request for acceleration.

Once the Registration Statement has been declared effective, please orally confirm that event with Mr. Yarbrough at (704) 998-4077 or Mr. Rose at (757) 687-7715.

Thank you for your assistance in this matter.

Very truly yours,
Vireo Growth Inc.

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CORRESP
 1
 filename1.htm

 VIREO GROWTH INC.

 209 SOUTH 9 TH STREET

 MINNEAPOLIS, MINNESOTA 55402

 VIA EDGAR

 July 23, 2025

 Securities and Exchange Commission

 Division of Corporation Finance

 Office of Life Sciences

 100 F Street, N.E.

 Washington, D.C. 20549

 Attn: Lauren Hamill

 Re:
 Vireo Growth Inc.

 Registration Statement on Form S-3 (File No. 333-288686)

 Request for Acceleration of Effective Date

 Ladies and Gentlemen:

 Pursuant to Rule 461 under
the Securities Act of 1933, as amended, Vireo Growth Inc. (the "Company") hereby requests that the Securities and Exchange
Commission (the "Commission") accelerate the effective date of the above-referenced Registration Statement on Form S-3 (the
 "Registration Statement") so that the Registration Statement will be declared effective as of 4:01 p.m. Eastern time, on July
24, 2025, or as soon as practicable thereafter. The Company hereby authorizes Alexander T. Yarbrough or Thomas M. Rose, both of whom are
attorneys at the Company's outside legal counsel, Troutman Pepper Locke LLP, to orally modify or withdraw this request for acceleration.

 Once the Registration Statement
has been declared effective, please orally confirm that event with Mr. Yarbrough at (704) 998-4077 or Mr. Rose at (757) 687-7715.

 Thank you for your assistance
in this matter.

 Very truly yours,

 Vireo Growth Inc.

 /s/ Tyson Macdonald

 Name:
 Tyson Macdonald

 Title:
 Chief Financial Officer

 cc (via email):

 John Mazarakis, Chief Executive Officer, Vireo Growth Inc.
 Thomas M. Rose, Troutman Pepper Locke LLP
 Alexander T. Yarbrough, Troutman Pepper Locke LLP