June 6, 2025

Brent Morrison
Chief Executive Officer and President
Regional Health Properties, Inc.
1050 Crown Pointe Parkway
Suite 720
Atlanta, GA 30338

       Re: Regional Health Properties, Inc.
           Amendment No. 1 to Registration Statement on Form S-4
           Filed June 3, 2025
           File No. 333-286975
Dear Brent Morrison:

     We have reviewed your amended registration statement and have the
following
comments.

        Please respond to this letter by amending your registration 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 registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our May 16, 2025
letter.

Amendment No. 1 to Registration Statement on Form S-4 filed June 3, 2025
General

1.     We acknowledge your response to prior comment 1. Where applicable,
please revise
       to indicate that any over-the-counter market quotations reflect
inter-dealer prices,
       without retail mark-up, mark-down or commission and may not necessarily
represent
       actual transactions. See Item 201(a)(1)(ii) of Regulation S-K and Item
14(d) of Form
       S-4.
 June 6, 2025
Page 2
Share Ownership of Certain Beneficial Owners and Management/Directors of
Regional, page
249

2.     Please revise to indicate the effect of the merger on the amount and
percentage of
       present holdings of Regional's common equity, as required by Item
201(b)(2) of
       Regulation S-K. See Item 14(d) of Form S-4.

       Please contact Benjamin Holt at 202-551-6614 or Jeffrey Gabor at
202-551-2544 with
any questions.



                                                           Sincerely,

                                                           Division of
Corporation Finance
                                                           Office of Real
Estate & Construction
cc:   Paul Davis Fancher