August 28, 2024

Matthew Partridge
Chief Financial Officer
CTO Realty Growth, Inc.
369 N. New York Avenue, Suite 201
Winter Park, FL 32789

       Re: CTO Realty Growth, Inc.
           Form 10-K for the year ended December 31, 2023
           Filed February 22, 2024
           Form 8-K
           Filed February 22, 2024
           File No. 001-11350
Dear Matthew Partridge:

       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 to this letter, we may have additional
comments.

Form 10-K for the year ended December 31, 2023
Consolidated Statements of Cash Flows, page F-9

1.     We note you reported $102.9 million cash used for Acquisition of Real
Estate and
       Intangible Lease Assets and Liabilities for the year ended December 31,
2023. Please
       reconcile this amount to the $80.3 million aggregate purchase price of
2023 acquisitions
       disclosed in Note 3.
Form 8-K filed February 22, 2024
Exhibit 99.1
2024 Guidance, page 8

2.     We note your disclosure of 2024 guidance for Core FFO per diluted share
and AFFO per
       diluted share without providing a reconciliation to the most directly
comparable GAAP
       measure. To the extent this measure is presented in future filings,
please include such
       reconciliation or a statement that the information could not be
presented without
 August 28, 2024
Page 2

       unreasonable effort. Refer to Item 10(e)(1)(i)(B) of Regulation S-K and
Question
       102.10(b) of the C&DIs for Non GAAP Financial Measures. This comment is
applicable
       to all instances where comparable forward-looking guidance is disclosed.
Reconciliation of Net Debt to Pro Forma EBITDA, page 16

3.     We note your description of EBITDA on page 10 and the reconciliation
from Net Income
       Attributable to the Company on page 16, which include reconciling items
other than
       interest, taxes, depreciation, and amortization. To the extent this
measure in presented in
       future filings, please characterize the measure as something other than
EBITDA, such as
       "Adjusted EBITDA." Refer to question 103.01 of the C&DIs for Non-GAAP
Financial
       Measures. This comment is applicable to all instances where this
non-GAAP measure is
       disclosed.
4.     Please explain your basis for anchoring Pro Forma EBITDA on an
annualized measure
       which only takes into account historical activity for the three months
ended December 31,
       2023, rather than historical EBITDA for the twelve months ended December
31, 2023.
       This comment is applicable to all instances where this non-GAAP measure
is disclosed.
Exhibit 99.2
Consistent Dividend Growth, page 13

5.     You cite increasing cash flow, earnings, taxable income and free cash
flow as drivers of
       your dividend increases. Please clarify if the "cash flow" and
"earnings" cited in the left
       column are equivalent to the "free cash flow" and "taxable income" cited
in the right
       column. To the extent that "cash flow" and "earnings" refer to different
measures, please
       clarify to what specific measures of cash flow and earnings you are
referring. We note
       that operating cash flow decreased in 2023 and income before income tax
benefit
       (expense) decreased in 2022 and 2023 compared to 2021. Additionally,
free cash flow is
       a non-GAAP financial measure. To the extent that it is used to describe
your dividend
       paying ability, please quantify and provide all disclosures required by
Item 10(e) of
       Regulation S-K.
        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 Kellie Kim at 202-551-3129 or Kristina Marrone at
202-551-3429 if you
have questions regarding comments on the financial statements and related
matters.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of Real
Estate & Construction