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February 1, 2024
Ryan Frazier
Chief Executive Officer
Arrived Debt Fund, LLC
1700 Westlake Ave North, Suite 200
Seattle, WA 98109
Re:Arrived Debt Fund, LLC
Offering Statement on Form 1-A
Filed January 17, 2024
File No. 024-12390
Dear Ryan Frazier:
            We have reviewed your offering statement and have the following comments.
            Please respond to this letter by amending your offering 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 offering statement and the information you provide in
response to this letter, we may have additional comments.
Form 1-A filed January 17, 2024
Risk Factors, page 9
1.Please revise to add a risk factor disclosing risks related to the Arrived Homes Wallet,
including that the investors will not be entitled to any interest earned for funds held in the
Wallet.
Plan of Distribution
Direct Share Purchase Component of the Plan, page 117
2.We note your statement here that the plan is subject to the $75 million offering limit.
Please also revise your cover page, Use of Proceeds, and Plan of Distribution sections to
clarify that the additional shares being issued under the distribution reinvestment and
direct share purchase components of the Plan will be aggregated as part of the maximum
offering amount you can offer in any 12-month period pursuant to Regulation A.
3.We note your disclosure that under the direct share purchase component of the
Plan, investors will be able to make optional cash purchases of common shares. Please

 FirstName LastNameRyan  Frazier
 Comapany NameArrived Debt Fund, LLC
 February 1, 2024 Page 2
 FirstName LastName
Ryan  Frazier
Arrived Debt Fund, LLC
February 1, 2024
Page 2
revise to describe the material aspects of the direct share purchase component of the Plan,
including describing the steps an investor will take to enroll in the plan and how you will
inform investors of the plan’s commencement.

Please also revise to clarify how and how often you will inform investors of how much of
the offering limit has been sold in total, how you will inform participants in both the direct
share purchase component of the Plan and the distribution reinvestment component of the
Plan that the offering limit has been reached, and what happens to these investors in the
event the offering limit is reached.
4.Please advise whether, in connection with each additional (i.e., “recurring”) investment
you will (i) obtain an affirmative written confirmation from each investor consenting to
any additional investment and (ii) deliver to each investor an offering circular, including
any supplements.
            We will consider qualifying your offering statement at your request. If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have
FINRA advise us that it has no objections to the compensation arrangements prior to
qualification.
            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. We also remind you that, following qualification of your Form 1-A, Rule 257
of Regulation A requires you to file periodic and current reports, including a Form 1-K which
will be due within 120 calendar days after the end of the fiscal year covered by the report.
            Please contact Pearlyne Paulemon at 202-551-8714 or Dorrie Yale at 202-551-8776 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Mark Schonberger