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CORRESP
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Todd P. Zerega

TZerega@perkinscoie.com

D.       +1.202.654.6378

F.       +1.202.654.9941

May 22, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street N.E.

Washington, DC 20549

Attention: Timothy Worthington

 Re: ONEFUND TRUST

File No. 333-12993; ICA No. 811-21836

Dear Mr. Worthington:

On behalf of our client, ONEFUND TRUST (the “Company”)
and its series, ONEFUNS&P 500® and Bitcoin Strategy ETF (renamed the “ONEFUND S&P 500® and Bitcoin 75/25 Strategy
ETF”) (the “Fund”), we are responding to verbal comments from the staff of the Division of Investment Management (the
“Staff”) received on January 31, 2023, relating to the Company’s Form N-1A, which was filed on December 15, 2022. The
Fund will be managed by ONEFUND LLC (the “Adviser”).

The comments are set forth below. Responses follow
each comment. Any text citation refers to the revised Form N-1A, which will be filed with this letter.

General

 1. Comment:

Please indicate with the Fund expects to launch.

Response:

The Fund currently anticipates launching on or about August 2023. However, the Fund may delay such effectiveness until such time as it has resolved comments with the Staff and finalized its arrangements
with its service providers.

 2. Comment:

Has the Adviser, on behalf of the Fund, engaged a Futures Commission
Merchant (“FCM”)?

May 22, 2023

Page 2

Response: We have been advised by the Adviser that Interactive
Brokers, LLC has agreed to serve as a FCM of the Fund. Additional or different FCMs may be added pending further discussions by the Adviser.

 3. Comment:

Please supplementally discuss the anticipated liquidity classifications
for the bitcoin futures under the Fund and Liquidity Risk Managed Program. Also, please supplementally discuss liquidity management plans
in reasonably foreseeable stressed conditions.

Response:

The Adviser has indicated that it expects the bitcoin futures
contracts in which the Fund invests would be considered highly liquid under current market conditions. The Fund’s liquidity program
administrator will continue to evaluate the liquidity of the Fund’s investments under both normal and reasonably foreseeable stressed
conditions in light of the factors set forth in Rule 22e-4 and the Fund’s portfolio investments. The Adviser notes that the Fund’s
portfolio will consist of highly liquid stocks that are components of the S&P 500® and short-term liquid investments that can
be used as margin for the Fund’s futures positions. The Adviser believes that, even during reasonably foreseeable stressed market
conditions, there will be sufficient liquidity in the front-month CME Bitcoin contracts at the level the Fund expects to invest. See the
response to question 4 below for further information on the amount of front-month CME Bitcoin contracts.

 4. Comment:

Please supplementally discuss any anticipated capacity constraints
in the bitcoin future market.

Response:

The Fund notes that the amount of the established CME front-month
bitcoin contracts outstanding as of May 5, 2023 was 9,623. This equates to approximately $2,429,496,650 in front-month contracts as of
May 5, 2023. The Adviser has reviewed and is comfortable with the amount of capacity in the front-month contracts. In this regard the
Fund notes that the Fund’s investment strategy only contemplates having a 25% allocation to bitcoin futures contracts. In addition,
in the unlikely event there were to be capacity constraints in the front-month futures contract the Adviser could invest in longer

May 22, 2023

Page 3

dated bitcoin futures contracts. Accordingly, the Adviser believes
that the amount of CME bitcoin futures contracts is more than sufficient to support the Fund’s investment strategy.

 5. Comment:

Please supplementally discuss the Fund’s anticipated compliance
with the new Derivatives Risk Management Rule, including a preliminary overview of the key elements of the expected derivatives risk management
program and anticipated use of a relative (including anticipated designated index) or absolute VaR test. If using relative VaR, please
identify the index.

Response:

The Fund will adopt and implement a written derivatives risk
management program, which will include policies and procedures reasonably designed to manage the Fund’s derivatives risks as required
by Rule 18f-4. The program will be administered by a derivatives risk manager. The program will identify and provide an assessment of
the Fund’s derivative usage and risks as they pertain to bitcoin futures contracts and any other derivatives utilized by the Fund.

The Fund anticipates that it will use and comply with a relative
VAR test and anticipates using the S&P 500® and S&P Bitcoin 75/25 Blend Index as its designed index. This index is an unlevered
index administered by S&P that utilizes spot bitcoin for the 25% component of the Index in lieu of bitcoin futures contract. The Fund
anticipates using it as its designated index because, among other reasons, the Fund’s investment objective is to seek to track the
performance of an index of similar asset classes and in similar proportions, prior to the Fund’s fees and expenses.

 6. Comment:

Please supplementally discuss the valuation of bitcoin
futures if Chicago Mercantile 	Exchange (“CME”) halted the trading of the bitcoin futures.

Response: If the CME halted the trading of bitcoin futures
the Adviser has indicated that it would fair value the Fund’s bitcoin futures positions in accordance with its fair valuation procedures.
The Adviser has indicated that it would fair value a bitcoin future in such instance by obtaining inputs from third party sources such
as the CME CF Bitcoin Reference Rate.

May 22, 2023

Page 4

 7. Comment:

Please supplementally confirm whether or not the Fund’s
Code of Ethics applies to trading in bitcoin or bitcoin futures.

Response:

The Fund’s Code of Ethics will apply to trading in bitcoin
futures contracts and employees of the Adviser will be required to pre-clear such transactions. The Fund’s Code of Ethics will apply
to trading in bitcoin above a designated threshold level.

 8. Comment:

Please supplementally provide to Staff information about the
Advisers discussions with potential authorized participants (“APs”) including the number of APs or other firms that have expressed
legitimate interest and/or intend to act as an AP for the ETF (including information about the identities of such potential APs).

Response:

The Adviser has indicated that it has had discussions with respect
to two potential APs, Merrill Lynch and Goldman Sachs, with respect to serving as an AP for the Fund. The Adviser may have further discussions
with additional APs prior to launch.

 9. Comment:

Please supplementally outline discussions the Adviser has had
with APs and market makers regarding their ability to arbitrage the Fund’s holdings in a manner that is expected to keep the Fund’s
market price in line with its NAV. What instruments will they use to arbitrage? Will there be any impact from the inability of broker-dealers
to custody “physical” bitcoin?

Response:

The Adviser has indicated, as a result of its discussions, it
expects the APs and the market maker will utilize instruments such as SPY, BITO and bitcoin futures contracts to arbitrage the Fund. The
Adviser does not believe there will be any impact on APs’ ability to arbitrage the Fund’s holdings from the inability of broker-dealers
to custody “physical” bitcoin.

May 22, 2023

Page 5

 10. Comment:

Please supplementally disclose to the Staff any unique considerations
or rules from the exchange on which the Fund plans to list that may impact the Fund’s ability to pursue its investment strategy,
interact with APs, or otherwise impact its operation.

Response:

Based upon the Adviser’s discussions with the exchange,
the Adviser does not believe there will be any unique considerations or rules from the exchange which would impact the Fund’s ability
to pursue its investment strategy.

 11. Comment:

On page 3 of the Prospectus, in the second paragraph under “U.S.
Large-Cap”, replace the semi-colon with the word “meaning”.

Response:

The requested change has been made.

 12. Comment:

On page 3 of the Prospectus, rename the section named “Bitcoin”
to “Bitcoin Futures”.

Response:

The requested change has been made.

 13. Comment:

On page 3 of the Prospectus, in the third paragraph in the section
titled “Bitcoin”, please more directly state that the Fund will only trade on bitcoin futures that are traded on the CME.

Response:

The requested change has been made.

 14. Comment:

On page 3 of the Prospectus, in the third paragraph in the section
titled “Bitcoin”, in the second sentence, please delete the phrase: “or subject to the rules of”.

May 22, 2023

Page 6

Response:

The requested change has been made.

 15. Comment:

On page 3 of the Prospectus, in the third paragraph in the section
titled “Bitcoin”, in the sentence starting with “In order to seek to track …”, please add an explanation
of how and when the Fund expects to roll the contracts. Please include, what period during the month the Fund will consider rolling contracts.

Response:

The requested change has been made.

 16. Comment:

On page 4 of the Prospectus, in the first bolded paragraph,
in the first sentence, before the word “invest” please add the word “directly” before “invest”.

Response:

The requested change has been made.

 17. Comment:

At this time, the Staff wants to assure that the bitcoin-based
underlying investments for a bitcoin strategy ETF would only trade on U.S. regulated exchanges (such as the CME for bitcoin futures).
Grayscale Bitcoin Trust (“GBTC”) products do not meet this standard. For example, GBTC, which is offered privately and then
trades OTC, would not meet that standard, nor would foreign bitcoin ETFs or other bitcoin-based “pooled investment vehicles”.
Please delete any references to GBTC.

Response:

The requested change has been made to the Prospectus to provide
the assurance that the bitcoin-based underlying investments would only trade on U.S. regulated exchanges.

 18. Comment:

On page 4 of the Prospectus, under the section title “Principal
Risk”, please discuss whether the Fund anticipates taking on leverage through futures contracts or otherwise.

May 22, 2023

Page 7

Response:

The requested language has been inserted under “Bitcoin
Futures” and in “Leverage Risk”.

 19. Comment:

On page 4 of the Prospectus, in the Principal Risk section,
under the section titled “Bitcoin Futures Contracts Risk”, in the first paragraph, third line from bottom, please disclose
that Bitcoin futures contracts may trade at discount/premium to spot.

Response:

The requested change has been made.

 20. Comment:

On page 4 of the Prospectus, under the section title “Bitcoin
Futures Contracts Risk”, second paragraph, for clarity please add cross reference to the discussion on contango/backwardation.

Response

The requested change has been made.

 21. Comment:

On page 5 of the Prospectus, under the section titled “Bitcoin
Futures Capacity Risk”, please flesh out discussion of margins on futures and how they are high relatively to other futures contacts
and that they may hamper ability to achieve the Fund’s investment objective.

Response:

The requested change has been made.

 22. Comment:

On page 5 of the Prospectus, under the section titled “Correlation
and Tracking Error Risk”, if the Fund holds excess cash, discuss whether cash investments for margin contribute to cash drag?

Response:

May 22, 2023

Page 8

The requested change has been made.

 23. Comment:

On page 6 of the Prospectus, in the section titled “Exchange-Traded
Fund (ETF) Risk”, please disclose that purchases and redemptions of creation units with cash, rather than through in-kind delivery
of portfolio securities, may cause the ETF to incur certain costs. Please also disclose that these costs could include brokerage costs
or taxable gains or losses that it might not have incurred if it had made the redemption in-kind. In addition, please disclose that these
costs could be imposed on the ETF, and thus decrease the ETF’s net asset value, to the extent that the costs are not offset by a
transaction fee payable by an AP.

Response:

The requested change has been made.

 24. Comment:

In Item 9, under the section titled “Principal Risk Factors”
please include disclosure for the following risks: 1. Lack of Regulation of the Underlying Market; 2. Possibility of 51% Attack; 3. Potential
for Bitcoin Whales or Concentrated Ownership in Bitcoin. 4. Impact of Forks; 5. Potential of Theft and or Hacking.

Response:

The requested change has been made.

 25. Comment:

On page 9 of the Prospectus, under the section titled “Investment
in Cayman Subsidiary”, in the last paragraph, just above bolded language, please move the 80% test disclosure into the summary Prospectus.

Response:

The requested change has been made.

 26. Comment:

Please confirm that any derivatives used in the 80% test will
be counted as mark-to-mark as is required currently under the Names Rule.

May 22, 2023

Page 9

Response:

The Fund will use the current market value of the futures contract
for purposes of compliance with the 80% test.

 27. Comment:

On page 13 of the Prospectus, please bold the section titled
“Bitcoin Futures Capacity Risk”.

Response:

The requested change has been made.

 28. Comment:

On page 17 of the Prospectus, under the section titled “Additional
Information About Management”, please disclose the components of the unitary fee and which components are paid by the Adviser.

Response:

The requested change has been made.

 29. Comment:

On page 11 of the Statement of Additional Information (the “SAI”)
under the section titled “Fundamental Investment Restrictions’, in subpoint 7 (restriction to invest more than 25% in industry).
Please confirm that this disclosure is accurate given the Fund’s stated exposure limit. Additionally, please note that the Form
requires a Fund that reserves freedom of action with respect to any practice specified in Item 16(c)(1), to state the maximum percentage
of assets to be devoted to the practice.

Response:

The Fund has revised the disclosure. The Fund notes that its
investment objective is to track an index, 25% of which corresponds to bitcoin exposure through the investment in bitcoin futures contracts.
While the Adviser, anticipates sizing the bitcoin futures notional exposure to 25% of the Fund’s assets, it is possible that such
sizing will result in the bitcoin futures exposure being slightly over 25% due to the size of the futures contracts.

May 22, 2023

Page 10

 30. Comment:

On page 15 of the SAI, under the section titled “Position
Limits and Accountability Levels”, please include the following sentence in the summary or the statutory Prospectus. “In addition
to domestic exchanges…”

Response:

The requested change has been made.

 31. Comment:

On page 15 of the SAI, under the section titled “Position
Limits and Accountability Levels”, in the second paragraph, please remove “The Fund may also consider investing…”
through the end of that paragraph.

Response:

The requested change has been made.

 32. Comment:

On page 15 of the SAI, in the section titled “Other Derivative
Instruments” please include language that bitcoin futures are cash settled and traded on an exchange registered with the CFTC.

Response:

The requested change has been made.

33.        Comment:

On page 51 of the SAI, under the section titled, “Acceptance
of Creation Orders”, the phrase “absolute right” and “adverse effect”, language is inconsistent with standards
when Fund can suspend creation orders. Please delete the statement that the Fund reserves the “absolute” right to reject or
suspend creations, including if “(i) the acceptance of the basket would have certain adverse tax consequences; and (ii) the acceptance
of the basket would otherwise,