Mail Stop 3233

                                                                May 22, 2018


     Via Email
     Mr. Bryan McLaren
     Chief Executive Officer
     Zoned Properties, Inc.
     14300 N. Northsight Blvd., #208
     Scottsdale, AZ 85260


            Re:    Zoned Properties, Inc.
                   Form 10-K for the year ended December 31, 2016
                   Filed March 27, 2017
                   Form 10-K for the year ended December 31, 2017
                   Filed March 13, 2018
                   Form 10-Q for the quarter ended March 31, 2018
                   Filed May 10, 2018
                   File No. 000-51640

     Dear Mr. McLaren:

            We have reviewed your March 6, 2018 response to our comment letter
and have the
     following comments. In some of our comments, we may ask you to provide us
with information
     so we may better understand your disclosure.

            Please respond to these comments 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 our
     comments apply to your facts and circumstances, please tell us why in your
response.

            After reviewing your response to these comments, we may have
additional comments.
     Unless we note otherwise, our references to prior comments are to comments
in our December
     26, 2017 letter.

     Form 10-K for the year ended December 31, 2017

     Note 12   Concentrations, page F-21

     1.     We note that the Related Party Properties collectively represent
approximately 87%, 90%
            and 82% of the Company's assets as of March 31, 3018, December 31,
2017 and
            December 31, 2016, respectively, and approximately 98%, 96% and 87%
of the
 Bryan McLaren
Zoned Properties, Inc.
May 22, 2018
Page 2

        Company's total revenues for the periods ended March 31, 2018, December
31, 2017 and
        2016, respectively. Please tell us the level of asset and revenue
concentrations for each
        individual property and by tenant as of and for the periods ended March
31, 2018,
        December 31, 2017 and December 31, 2016.

2.      We note that the C3C3 lease agreements are personally guaranteed by
Alan Abrams and
        that as of May 1, 2018 each of the new lease agreements entered into
include a guarantee
        of payments and performance by Alan Abrams and Christopher Carra.
Please tell us to
        what degree you rely on these guarantees when evaluating the ability of
the tenants to
        perform on their lease obligations, and your basis for such reliance.
In your response,
        address how you consider the common shares of Zoned Properties owned by
Mr. Abrams
        and Mr. Carra and the convertible note payable to Mr. Abrams in your
analysis from a
        quantitative and qualitative perspective. Please also explain the role
of these guarantees
        in an event of default by a Related Party Tenant.

3.      Please elaborate on your understanding of any additional fiduciary
duties and financial
        obligations, contractual or otherwise (including expectations), to each
of the Related
        Party Tenants by Mr. Abrams and Mr. Carra.

4.      We note that you have received unaudited financial statements from C3C3
and AC
        Management. Please clarify the date of these financial statements. We
also note that
        audited financial statements dated December 31, 2016 were received from
Broken Arrow
        and CJK. Please tell us how you consider the fact that the tenant
financial statements do
        not appear to be in compliance with generally accepted accounting
principles (in the case
        of C3C3 and AC Management) and are more than a year old (in the case of
Broken
        Arrow and CJK) when evaluating the creditworthiness of these tenants on
an ongoing
        basis; for example, explain if you make adjustments to the financial
information.

5.      We note from your response that you were not granted consent to include
financial
        statements of the Related Party Tenants in your periodic filings.
Please clarify if these
        confidentiality agreements remain in place currently after you entered
into new lease
        agreements and how you considered financial statements from the Related
Party Tenants
        in your negotiations with the tenants for new lease agreements. Please
also clarify if you
        are allowed to provide any summarized financial information for these
tenants to support
        your assessment of their creditworthiness. Also, tell us what
consideration you have
        given to providing additional MD&A discussion about the tenants'
ability to generate net
        income and/or positive operating cash flows, as well as any known
trends related to these
        metrics, in assessing the tenants' ability to make future lease
payments.

6.      We note from page 4 of your 2017 10-K that you complete significant due
diligence on
        prospective tenants, including an evaluation of credit-worthiness,
character, and cash
        flows. Please elaborate upon this due diligence process by which you
selected tenants for
        your properties. Explain whether the execution of each of the C3C3
leases and the newly
 Bryan McLaren
Zoned Properties, Inc.
May 22, 2018
Page 3

        negotiated leases with Broken Arrow and CJK were contingent upon
obtaining personal
        guarantees from Mr. Abrams and Mr. Carra.

7.      We note from your response and page 7 of your 2017 10-K that you agreed
to defer rent
        and applicable taxes due for March, April and May 2017 for the Chino
Valley property in
        the form of a note receivable from C3C3 payable over twelve months
commencing
        January 1, 2018. Please tell us and explain in your risk factor the
reason for the deferral
        of rent. Please also tell us if C3C3 has made timely payments on the
note to date.

Form 10-Q for the quarter ended March 31, 2018

Note 10   Subsequent Events, page 13

8.      We note that you have entered into advisory service agreements with
Broken Arrow and
        CJK commencing January 2019. Please clarify what services will be
provided under
        these agreements.

       You may contact Isaac Esquivel at (202) 551-3395 or me at (202) 551-3429
if you have
questions regarding comments on the financial statements and related matters.


                                                             Sincerely,

                                                             /s/ Kristi Marrone

                                                             Kristi Marrone
                                                             Staff Accountant
                                                             Office of Real
Estate and
                                                             Commodities


Cc: Laura Anthony, Esq. (via Email)