SecProbe.io

September 2 9, 2014

Via E -mail
Usec Rho
Senior Counsel and Director
BMO Capital Markets Corporation
3 Times Square
New York, NY  10036

Re: Vaulted Gold Bullion Trust
Registration Statement on Form S -1
Response filed  September 2 6, 2014
  File No. 333-194144

Dear Mr. Rho :

We have reviewed your response  and have the following comment.  Please respond to
this letter by providing the requested information .  If you do not believe our comments apply 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 these  comments, we may have  additional comments.

General

1. We note your response to our prior comment 3.  Please clarify why the company believes
it would be appropriate to exclude the per deposit fee and related expenses from the
income statement of the Trust.  Cite all relevant accounting literature within your
response.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 193 3 and
all applicable Securities  Act rules require.   Since the company and its management are in
possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Notwithstanding our comment, in the event you request acceleration of the effective d ate
of the pending regist ration statement please provide  a written statement from the company
acknowledging that:

Usec Rho
Vaulted Gold Bullion Trust
September 29 , 2014
Page 2

  should the Commission or the staff, acting pursuant to delegated authority, declare the
filing effective, it does not foreclose the Commissio n from taking any action with respect
to the filing;

 the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filing effective, does not relieve the company from its full responsibility for
the adequacy and accu racy of the disclosure in the filing; and

 the company may not assert staff comments and the declaration of effectiveness as a
defense in any proceeding initiated by the Commission or any person under the federal
securities laws of the United States.

Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration statement.  Please allow
adequate time  for us to revie w any amendment prior to the requested effective date of the
registration statement.

You may contact  Shannon Sobotka, Staff Accountant,  at (202) 551 -3856 or me at (202)
551-3629 if you have questions regarding comments on the financial statements and  related
matters.  Please contact  Coy Garrison, Staff Attorney, at (202) 551 -3466, or Tom Kluck, Legal
Branch Chief, at (202) 551 -3233 with any other questions.

Sincerely,

 /s/ Kevin Woody

Kevin Woody
Accounting Branch Chief

cc: Anna T. Pinedo, Esq.