SecProbe.io

CORRESP
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    Brian S. Korn

    Manatt, Phelps & Phillips, LLP

    Direct Dial: (212) 790-4510

    BKorn@manatt.com

    July 13, 2023

    VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-6010

    Attention:
    Pearlyne Paulemon and Pam Howell

Office of Real Estate and Construction

    Re:
    Groundfloor Yield LLC

Offering Statement on Form 1-A

Post-qualification Amendment

Filed June 26, 2023

File No. 024-11411

Dear All:

We are submitting this letter
on behalf of our client, Groundfloor Yield LLC (the “Company”), in response to the written comments of the staff (the “Staff”)
of the United States Securities and Exchange Commission (the “SEC”) contained in your letter dated July 7, 2023 (the “Comment
Letter”) in connection with the Company’s Post-Qualification Offering Statement on Form 1-A, as submitted with the SEC on
June 26, 2023 (the “Offering Circular Amendment”).

For your convenience, our
responses are set forth below, with the headings and numbered items of this letter corresponding to the headings and numbered items contained
in the Comment Letter. Each of the comments from the Comment Letter is restated in bold and italics prior to the Company’s response.
Capitalized terms used but not defined in this letter shall have the respective meanings given to such terms in the Offering Circular
Amendment. All page number references in the Company’s responses are to page numbers in the Offering Circular Amendment, which is
being refiled concurrently with this response.

Manatt, Phelps & Phillips, LLP 7 Times Square,
New York, New York 10036 Tel: 212.790.4500 Fax: 212.790.4545

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| Orange County | Palo Alto | Sacramento | San Francisco | Washington, D.C.

July 13, 2023

Page 2

Post-Qualification Amendment to Form 1-A filed June 26,
2023

Offering Circular Summary

Interest Rate of Promissory Notes, page 7

 1. Section 6 of the Form of Promissory Note Purchase Agreement states that you are able to adjust
the interest rate payable on both new Notes and outstanding Notes held by Investors. But in this section of the offering statement, it
is not clear that a change in interest rates will result in a change to the rates of all outstanding Notes. If the Notes are variable
rate notes, please clarify this fact in this section and elsewhere in the offering circular and the Form of Promissory Note Purchase Agreement.

The Company has modified the Form of Promissory Note
Purchase Agreement and other references in the Offering Circular to make it clear that the interest rate on the Notes are not variable
and the rate on a Note will not be changed once issued. To the extent the rate changes, it will only affect Notes sold from and after
the effective date of the change. The Company has also added clarifying language to the Offering Statement. See pages 2, 7, 21 and 32.

Section 6 of the Form of Promissory Note Purchase Agreement
is now worded as follows:

“6. Interest Rate of Notes. From
time to time, Groundfloor Yield may update the interest applicable to the issuance of new Notes. All updates to interest rates will be
communicated by Groundfloor Yield through the Mobile App and through the filing of a post-qualification amendment to the Offering Statement
with the SEC, which may be obtained from the SEC EDGAR filing website as https://www.sec.gov. Changes to the interest rate applicable
to the Notes will only apply to new purchases of Notes and the rate of issued and outstanding Notes will not be modified. Investors may
elect to purchase additional Notes bearing the updated interest rate through the Mobile App pursuant to the terms of this Agreement, call
their outstanding Notes prior to the applicable Maturity Date as set forth in Section 7 below, or rollover all proceeds of an existing
Note on such Note’s applicable Maturity Date as set forth in Section 8 below into such new Notes bearing the updated interest rate.”

Section 8 of the Form of Promissory Note Purchase Agreement
is now worded as follows:

“8. Rollovers of Notes. On the
applicable Maturity Date of the Notes, You may elect to roll over all payments received by You in respect of the Outstanding Principal
Balance (as such term is defined in the Notes) and all accrued interest into a new Note to be issued by the Company to You on such applicable
Maturity Date (the “Rollover”). If you wish to elect to rollover such proceeds, You must provide written notice to the Company
through the Mobile App no later than on the Maturity Date of the Note. Rollovers are treated as new purchases and must be separately acknowledged
and consented by you prior to purchase. Any communication regarding any purchase of Notes, including rollovers, will contain a hyperlink
to the current Offering Circular.”

July 13, 2023

Page 3

 2. Section 6 of the Form of Promissory Note Purchase Agreement also states that updates to interest
rates will be communicated by Groundfloor Yield through your Mobile App and through the filing of a supplement or post-qualification amendment
to the Offering Statement, but the offering statement indicates that updates to interest rates will be communicated to investors through
the Mobile App and the filing of a post-qualification amendment. Please clarify and conform your Form of Promissory Note Purchase Agreement
to reflect that interest rate changes will be communicated via the Mobile App and a post-qualification amendment.

The Company has modified Section 6 of the Form of Promissory
Note Purchase Agreement to remove the reference to an “offering circular supplement” as the method of notification of updates
to the applicable interest rate on the Notes. All changes to interest rates will be filed as post-qualification amendments. See Section
6 above in the Company’s response to Comment No. 1.

 3. Finally, if the Notes are variable rate notes, as noted in both our April 19, 2023 letter (Comment
No. 3) and our May 8, 2023 letter (Comment No. 2), Form 1-A requires that issuers specify the price of the securities being offered. This
means that the interest rate payable on the note must be calculable by investors or determined by reference to a formula with publicly
available inputs (for example, by reference to a benchmark). Your ability to change interest rates for the promissory notes is within
your complete discretion and therefore lacks transparency that is present when a rate is calculable by investors or determined by reference
to a formula with publicly available inputs. Please revise your pricing method for the promissory notes to comply with Regulation A. For
additional guidance, please see Note 2 of Item 501(b)(3) from Regulation S-K.

The interest rate on the Notes is not variable nor
subject to change. As noted in the response to Comment No. 1 above, Company will not modify the interest rate of any Note once it has
been issued. The interest rate of future Notes may be modified by post-qualification amendment and notification to investors via the mobile
app.

Groundfloor Yield Auto-Invest Program, page 9

 4. Please revise your disclosure in this Section and throughout the offering circular to state that
the notice provided to the investor prior to each scheduled auto-investment will contain, at a minimum, a hyperlink to the then-current
offering statement.

The Company has made the requested change. See pp.
9, 22 and 33. All notices provided to investors prior to each scheduled auto-investment will contain, at a minimum, a hyperlink to the
then-current offering statement.

 5. Please clarify for investors (i) how the GFY AIP works if at any point you do not have space under
Rule 251’s $75 million offering cap to continue to offer and sell promissory notes to participants in the AIP; (ii) that no investment
will occur if an investor does not respond to the notice provided

July 13, 2023

Page 4

in advance of the scheduled auto-investment;
and (iii) the effect of a failure by an investor to respond in connection with one scheduled auto- investment on future scheduled auto-investment
opportunities. Please make similar disclosures in the Form of Note Purchase Agreement.

The Company has added disclosure to the offering circular
and Form of Note Purchase Agreement to make it clear to investors that (i) if at any point space is not available under Rule 251’s
$75 million offering cap, no further investments under the AIP will be made, (ii) no investment will occur if an investor does not respond
to the notice provide in advance of the scheduled auto-investment; and (iii) the effect of a failure to invest in a scheduled auto-investment
will not affect their ability to invest in future auto-investments unless the investor modifies or cancels their auto-invest feature.
See pages 9, 22 and 33.

 6. Please revise the disclosure on page 9 and elsewhere that suggests that each Promissory Note will
have a put right in light of the disclosure on page 7 stating that “no Promissory Notes other than Promissory Notes with a term of thirty six (36)
months shall have a put right or be redeemable by an Investor prior to the stated maturity date.”

The Company has made the requested change. See p. 9.

****************

We thank you for your prompt
attention to this letter responding to the previously submitted Registration Statement on Form 1-A and Comment Letter. Should you or the
Staff have additional questions or comments regarding the foregoing, please do not hesitate to contact the undersigned at (212) 790-4510.

    Sincerely,

    /s/ Brian S. Korn

    Brian S. Korn

    cc:
    Groundfloor Yield LLC

Nick Bhargava