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 July 7, 2025

Kevin Halleran
Chief Financial Officer
Blue Owl Digital Infrastructure Trust
150 N. Riverside Plaza, 37th Floor
Chicago, IL 60606

 Re: Blue Owl Digital Infrastructure Trust
 Registration Statement on Form 10-12G
 Filed June 10, 2025
 File No. 000-56758
Dear Kevin Halleran:

 We have reviewed your filing and have the following comments.

 Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

 After reviewing your response and any amendment you may file in
response to this
letter, we may have additional comments.

Registration Statement on Form 10-12G filed June 10, 2025
Item 1. Business, page 6

1. We note that you may invest in non-real estate investments that are
related to your
 digital infrastructure investments, including investments related to
your customers,
 and that you may also invest in derivatives. Please clarify the types of
investments this
 would entail, including whether investments relating to your customers
could include
 investing in digital assets or digital asset derivatives. In addition,
please clarify the
 meaning of "adjacent verticals" to the digital infrastructure system
identified as an
 investing target on page 7.
Allocation of Investment Opportunities, page 25

2. Please revise to more clearly explain whether there is a formal
allocation policy
 between you and the Other Blue Owl Accounts, quantify the number of
Other Blue
 Owl Accounts that have priority over you for investments, and disclose
the amounts
 that such Other Blue Owl Accounts have available for investments in your
targeted
 July 7, 2025
Page 2

 acquisition opportunities. In this regard, we note the statement that
"these Other Blue
 Owl Accounts will, from time to time, have priority over us with respect
to such
 investment opportunities."
Share Repurchase Plan, page 27

3. Please be advised that you are responsible for analyzing the
applicability of the tender
 offer rules, including Rule 13e-4 and Regulation 14E, to your share
repurchase plan.
 We urge you to consider all the elements of your share repurchase plan
in determining
 whether the program is consistent with relief granted by the Division of
Corporation
 Finance in prior no action letters. To the extent you are relying on
Blackstone Real
 Estate Income Trust, Inc. (Letter dated September 12, 2016), Rich Uncles
NNNREIT,
 Inc. (Letter dated December 21, 2016), Hines Global REIT II, Inc.
(Letter dated April
 26, 2017), or Black Creek Diversified Property Fund Inc. (Letter dated
September 1,
 2017), please provide us with an analysis as to how your plan is
consistent with such
 relief. To the extent you have questions as to whether the plan is
entirely consistent
 with the relief previously granted by the Division of Corporation
Finance, you may
 contact the Division s Office of Mergers and Acquisitions at
202-551-3440.
4. It appears that you may conduct the share repurchase plan during the
continuous
 private offering of shares described beginning on page 28. Please be
advised that you
 are responsible for analyzing the applicability of Regulation M to your
repurchase
 program. We urge you to consider all the elements of your repurchase
plan in
 determining whether the plan is consistent with the class exemptive
letter granted to
 Alston & Bird LLP dated October 22, 2007. To the extent you have
questions
 regarding your plan, you may contact the Division of Trading and Markets
at 202-
 551-5777.
Item 6. Executive Compensation, page 131

5. We note your statement that your executive officers will not receive
direct
 compensation from you, but that you will reimburse the Adviser, Blue
Owl, or their
 affiliates for company expenses incurred on your behalf, which may
include
 compensation. In future filings that require Item 404 of Regulation S-K
disclosure,
 please break out the amounts paid pursuant to expense reimbursement to
specify any
 amounts reimbursed for salaries and benefits of your named executive
officers.
Item 9. Market Price of and Dividends on the Registrant's Common Equity and
Related
Shareholder Matters
Calculation and Valuation of Net Asset Value, page 146

6. We note your use of monthly NAV to calculate certain fees and for
pricing your share
 repurchase plan. Please revise to clarify how you will communicate such
NAV pricing
 directly to investors.
General

7. Please note that the Division of Investment Management is reviewing your
filing and
 may have further comments.
 July 7, 2025
Page 3
8. Please note that your registration statement becomes effective
automatically 60 days
 after its initial filing. You will then be subject to the reporting
requirements of the
 Exchange Act of 1934 even if comments remain outstanding. In that case,
please
 consider withdrawing the Form 10 before it becomes effective
automatically and
 submitting a new registration statement when you respond to our
comments.

 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.

 Please contact Howard Efron at 202-551-3439 or Jennifer Monick at
202-551-3295 if
you have questions regarding comments on the financial statements and related
matters. Please contact Pam Howell at 202-551-3357 or Isabel Rivera at
202-551-3518 with
any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
cc: Benjamin Wells
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