SecProbe.io

CORRESP
1
filename1.htm

NEW
YORK LIFE INVESTMENTS VP FUNDS TRUST
51 MADISON AVENUE
NEW YORK, NEW YORK
10010

VIA EDGAR CORRESPONDENCE

December
17, 2024

Ms. Eileen M. Smiley
Division of Investment Management, Disclosure
Review Office
Securities and Exchange Commission
100 F Street, NE
Washington, DC
20549

Re:        Response
to Comments on the Registration Statement (the “Registration Statement”) for New York Life Investments
VP Funds Trust (SEC File Nos. 002-86082 and 811-03833-01) (the “Registrant”) relating to NYLI VP
MFS® Investors Trust Portfolio, NYLI VP MFS®
Research Portfolio and NYLI VP Newton Technology Growth Portfolio (each a “Portfolio and collectively
the “Portfolios”)

Dear
Ms. Smiley:

This letter responds to comments provided by you telephonically
on November 15, 2024 with respect to the Registration Statement. The Registration Statement was filed
with the Securities and Exchange Commission on October 4, 2024.  On behalf of the Registrant, your comments
and our responses thereto are provided below.

All defined terms in this
letter have the same meaning as in the Registration Statement, except as otherwise defined herein.

Comments related to all Portfolios

Comment 1:  Please bold the
second and third sentences in the section entitled “Fees and Expenses of the Portfolio.”

Response:   We have made the requested edit.

Comment 2:  Please provide
completed fee tables 5 calendar days prior to effectiveness.

Response:
 We agree to provide these as requested.

Comment
3:  Confirm supplementally that the initial
term of each expense waiver is at least one year.

Response:
 We confirm that the initial term of each expense waiver is at least one year.
 Please note that we have removed the footnotes related to the expense waivers as we believe that initially
each share class will operate below the waiver.  We have included language regarding the expense waivers
in the statutory prospectus.

Comment 4:   Delete
the following sentence from the section entitled Portfolio Turnover:

A
higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when
Portfolio shares are held in a taxable account.

Response:  We have revised
our disclosure to read as follows:

A higher portfolio turnover rate may indicate
higher transaction costs.

Comment 5:  Please confirm that the disclosure in the
section entitled Past Performance will include the following language once each Portfolio has reportable
performance figures:

The results in the bar chart and table do
not include the effect of contract charges.  If these charges have been included the performance would
have been lower.

Response:  Once each Portfolio has reportable performance
figures, the disclosure in this section will include the following:

Separate variable annuity and variable universal life insurance account and policy
fees and charges are not reflected in the bar chart and table.  If they were, returns would be less than
those shown.

Comment 6:  Supplementally provide the broad-based
securities market index to be used for comparison purposes for each Portfolio.

Response:
 Below are the broad-based securities market indices for the Portfolios:

Portfolio Indices

NYLI VP MFS®
Investors Trust Portfolio
Russell 3000® Index

NYLI
VP MFS® Research Portfolio
Russell 3000®
Index

NYLI VP Newton Technology Growth Portfolio
Russell 3000®
Index

Comment 7:  Please confirm whether approval of the
use of manager-of-managers order will be accomplished by a proxy to shareholders or by sole shareholder
consent.

Response:  At launch, the
Portfolios may not rely on the manager-of-managers order.  If one or more of the Portfolios wish to approve
the use of the manager-of-managers order at a future date, such approval will be accomplished via a proxy
to shareholders.

Comment 8:    Please confirm
that the Acquired Fund will look through its holdings of investment companies for purposes of concentration
testing.

Response:  Disclosure describing this can be found
in the second paragraph of the section in the Statement of Additional Information entitled “Investment
Practices, Instruments and Risk Common to the Portfolios and Underlying Portfolios/Funds – Investment
Companies.”

Comments related to NYLI VP MFS® Investors Trust
Portfolio

Comment 1:  Given that the
principal investment strategy states that Massachusetts Financial Services Company, the Portfolio's subadvisor,
(“MFS” or “Subadvisor”) normally invests the Portfolio’s assets primarily in equity securities
(which means at least 65%), please confirm that all investments that are part of the principal investment
strategy are properly disclosed.

Response:  We confirm that
the principal investment strategy disclosure describes all types of investments that the Portfolio will
use as part of its principal investment strategy.

Comment 2:
 In the section entitled Principal Investment Strategies, please explain how you
define “above average growth potential” and how you determine if a security is undervalued.

Response:  We have added language
describing how the subadvisor defines these terms.

Comment 3:
 In the section entitled Principal Investment Strategies, please explain what you
mean by the Portfolio “may invest a significant percentage of the Portfolio’s assets in issuers in
a single industry or sector” given that the Portfolio may not concentrate its investments in a particular
industry or group of industries, except as permitted under the 1940 Act.  Alternatively, include disclosure
indicating that the Portfolio will not concentrate.

Response:
 We have added disclosure confirming that the Portfolio will not concentrate in
any one industry or group of industries.

Comment 4:
 In the section entitled Principal Investment Strategies, please include the below
statement which is included in the section entitled Principal Risks – Foreign Securities Risk.  Additionally,
include an explanation of the criteria used for when a Portfolio may override such a designation in the
section entitled More About Investment Strategies and Risks.

Although a Portfolio will
generally rely on an issuer’s “country of risk” (or similar designation) as determined by Bloomberg
(or another similar third party) when categorizing securities as either U.S. or foreign-based, it is
not required to do so.

Response:
 We have added disclosure in response to this comment.

Comment
5:
 In the section entitled Principal Risks, include risk factor language regarding
investing a significant percentage of assets in a particular sector.

Response:
  We have added the appropriate risk factor language regarding sector risk.

Comment
6:
 Consider whether the risk factor entitled Focused Portfolio Risk is appropriate
for this strategy.

Response:   Upon further consideration, we have removed
this risk factor.

Comment 6:  Supplementally explain the differences
between this Portfolio and NYLI VP MFS® Research Portfolio.

Response:
 The primary difference between the two Portfolios is the investment management
team and process for selecting portfolio investments.  The NYLI VP MFS® Research Portfolio is managed
by MFS' fundamental research analysts, who are divided into eight sector teams. Investment decisions
are made at the sector team levels with designated sector team leaders taking active roles in directing
discussions and the investment process. Oversight of this process is provided by portfolio manager Joseph
MacDougall who assists in the management and communication of risks, provides investment oversight and
plays a key role in the Portfolio's risk review process.  The NYLI VP MFS® Investors Trust Portfolio
is managed by portfolio managers Jude Jason and Alison O'Neill Mackey who participate in the research
process and strategy discussions and maintain overall responsibility for portfolio construction, final
buy and sell decisions, and risk management.  The NYLI VP MFS® Investors Trust Portfolio will generally
have fewer holdings relative to the NYLI VP MFS Research Portfolio and unlike the NYLI VP MFS® Research
Portfolio, the NYLI VP MFS® Investors Trust is not managed with the goal of sector neutrality relative
to the S&P 500 Index.

Comments related to NYLI VP MFS®
Research Portfolio

Comment 1:
 Please explain what is meant by Research and why such a term is appropriate to
include in the Portfolio’s name.

Response:  The Portfolio’s
name is intended to reflect the process by which investments are selected (i.e., through collaboration
amongst a team of research analysts) which the Subadvisor believe differentiates this strategy from other
equity focused strategies.

Comment 2:  Given that the
principal investment strategy states that Massachusetts Financial Services Company, the Portfolio's subadvisor,
normally invests the Portfolio’s assets primarily in equity securities (which means at least 65%),
please confirm that all investments that are part of the principal investment strategy are properly disclosed.

Response:  We confirm that
the principal investment strategy disclosure describes all types of investments that the Fund will use
as part of its principal investment strategy.

Comment 3:
 In the section entitled Principal Investment Strategies, please explain how you
define “above average growth potential” and how you determine if a security is undervalued.

Response:  We have added language
describing how the subadvisor defines these terms.

Comment 4:
 In the section entitled Principal Investment Strategies, please include the below
statement which is included in the section entitled Principal Risks – Foreign Securities Risk.  Additionally,
include an explanation of the criteria used for when a Portfolio may override such a designation in the
section entitled More About Investment Strategies and Risks.

Although a Portfolio will
generally rely on an issuer’s “country of risk” (or similar designation) as determined by Bloomberg
(or another similar third party) when categorizing securities as either U.S. or foreign-based, it is
not required to do so.

Response:  We have added disclosure
in response to this comment.

Comment 5:  In the section
entitled Principal Investment Strategies, please explain what you mean by the Portfolio “may invest
a significant percentage of the Portfolio’s assets in issuers in a single industry or sector” given
that the Portfolio may not concentrate its investments in a particular industry or group of industries,
except as permitted under the 1940 Act.  Alternatively, include disclosure indicating that the Portfolio
will not concentrate.

Response:  We have added disclosure
confirming that the Portfolio will not concentrate in any one industry or group of industries.

Comment
6:
 Given sector neutrality, in the section entitled Principal Investment Strategies,
explain how the subadvisor arrives on the custom industry and sector categories.  Explain if the subadvisor
deviates from the categories of the index?  If appropriate, include a more detailed description in the
section entitled More About Investment Strategies and Risks.

Response:
 We have updated our disclosure in response to this comment.

Comment
7:
 In the section entitled Principal Risks, include risk factor language regarding
investing a significant percentage of assets in a particular sector.

Response:
  We have added the appropriate risk factor language regarding sector risk.

Comment
8:
 We note that the Portfolio lists only one portfolio manager, this seems inconsistent
with disclosure in the section entitled Principal Investment Strategies regarding “sector leaders”
selecting investments.  Please clarify.

Response:
 Please see our response to Comment 6 for NYLI VP MFS® Investors Trust Portfolio
describing the differences between the two MFS subadvised Portfolios.

Comments
related to NYLI VP Newton Technology Growth Portfolio

Comment 1:
 In the section entitled Principal Investment Strategies, disclose how the Portfolio
identifies producers or beneficiaries of technological innovation.

Response:
 We have updated our disclosure in response to this comment.

Comment
2:
 The following parenthetical seems inconsistent with how the Fund determines whether
an issuer is foreign or domestic.  Please delete or explain why it is not inconsistent.

(i.e., securities issued by companies organized under the laws of countries other
than the United States)

Response:  We have deleted this parenthetical.

Comment
3:
In the section entitled Principal Investment Strategies, please describe how the
Subadvisor defines strong earnings or revenue growth rates. Similarly, explain how the Subadvisor defines
strong earnings momentum, positive earnings revisions, favorable growth, product or market cycles and/or
favorable valuations.

Response:  We have revised
this disclosure to explain how the Subadvisor defines strong earnings growth and revenue growth rates.
 However, we believe that meanings of the remaining terms are clear and that adding further disclosure
would not provide additional clarity.

Comment 4:  Please confirm
that all investments that are part of the principal investment strategy are properly disclosed and that
the Fund will not invest in other type of securities, including derivatives, as part of its principal
investment strategy.

Response:  We confirm that the principal investment
strategy disclosure describes all types of investments that the Fund will use as part of its principal
investment strategy.  We also confirm that the Fund does not intend to use derivatives as part of its
principal investment strategy.

Comment 5:  Since the Fund
cannot concentrate, please revise the risk factor entitled Concentration Risk to address sector concentration
risks.

Response:  We have replaced Concentration Risk with
a new risk factor entitled Sector Risk.

Sincerely,

/s/ Thomas C. Humbert, Jr.
Thomas
C. Humbert, Jr.
Assistant Secretary