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CORRESP
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[Chapman
and Cutler LLP Letterhead]

July 18, 2024

VIA EDGAR CORRESPONDENCE

Kimberly Browning

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    Innovator ETFs Trust

    File Nos. 333-146827; 811-22135

Dear Ms. Browning

This letter responds to your
comments, provided by telephone, regarding the registration statements filed on Form N-1A for Innovator ETFs Trust (the “Trust”)
with the Securities and Exchange Commission (the “Commission”) on May 15, 2024 (each, a “Registration Statement”
and collectively, the “Registration Statements”). The Registration Statements relates to Innovator U.S. Small Cap
Power Buffer ETF — May; Innovator U.S. Small Cap Power Buffer ETF — March; Innovator U.S. Small Cap Power Buffer ETF —
February; Innovator U.S. Small Cap Power Buffer ETF — December; Innovator U.S. Small Cap Power Buffer ETF — November; Innovator
U.S. Small Cap Power Buffer ETF — September; Innovator U.S. Small Cap Power Buffer ETF — August; Innovator Growth-100 Power
Buffer ETF – May; Innovator Growth-100 Power Buffer ETF – March; Innovator Growth-100 Power Buffer ETF – February; Innovator
Growth-100 Power Buffer ETF – December; Innovator Growth-100 Power Buffer ETF – November; Innovator Growth-100 Power Buffer
ETF – September; and Innovator Growth-100 Power Buffer ETF – August (each, a “Fund” and collectively, the
“Funds”), each a series of the Trust. Capitalized terms used herein, but not otherwise defined, have the meanings ascribed
to them in the applicable Registration Statement.

Comment 1 – General

The staff of the Commission
(the “Staff”) reminds the Fund and its management that they are responsible for the accuracy and adequacy of the disclosures,
notwithstanding any review, comments, action or absence of action by the Staff. Where a comment is made in one location, it is applicable
to all similar disclosures appearing elsewhere in the Registration Statements. Please ensure that corresponding changes are made to all
similar disclosures. Please provide responses to all of the Staff’s comments on EDGAR at least five business days before the effective
date of each Fund.

Response to Comment 1

The Trust confirms that
corresponding changes made in response to the Staff’s comments have been made to any similar disclosure throughout the
Registration Statements and that the Trust will provide the Staff with a response letter in the form of correspondence at least five
business days before effectiveness of each Fund. Where the Registration Statement for each Fund has been revised in accordance with the Staff's
comment, such revisions will be reflected in the revised Registration Statement provided to the Staff via supplemental
correspondence.

Comment 2 – General

The Staff notes that all comments
are global and apply to any similar or identical disclosures.

Response to Comment 2

The Registrant acknowledges
all comments are global and has addressed the Staff’s comments across each Registration Statement.

Comment 3 – General

The Staff notes that certain
information is blank in the Registrant’s disclosures. Please ensure that all the disclosures are updated and filed at least five
days prior to effectiveness.

Response to Comment 3

The Trust confirms that a
complete registration statement will be filed in the next post-effective amendment filings.

Comment 4 – General

If
the Registrant determines to decline a comment, please tell the Staff why, and include a well-reasoned and detailed legal analysis as
applicable in support of the Registrant’s views as they apply to the Registration Statements’ facts and circumstances. Please
cite to any legal authority that supports such views.

Response to Comment 4

The Registrant confirms it
will provide the requested analysis to the extent any comments are declined.

Comment 5 – General

The Staff notes there should
not be any material differences to the extent that the disclosure is similar or identical across the Trust’s various funds. Please
note any differences between the current filings and precedent filings.

Response to Comment 5

The Funds confirm the prospectuses
have been revised in accordance with the Staff’s comment so that there are no material differences in disclosure.

    - 2 -

Comment 6 – General

Please summarize the Trust’s
selective review request with respect to each Fund. Please supplementally provide the accession number, date of filing, date of effectiveness
for each Fund and its precedent Fund for each Fund’s selective review request (each, a “Precedent Fund” and collectively,
the “Precedent Funds”). Please also confirm that each new Fund is materially identical to its Precedent Fund, except
for the respective Outcome Period and Cap.

Response to Comment 6

The Trust confirms that the
Precedent Fund identified in the Trust’s selective review request is materially identical to each respective Fund, except for each
Fund’s Outcome Period and Cap. The Trust considers each Registration Statement to be substantially similar to each respective Precedent
Fund with regard to the description of the Fund, the investment objective, strategy and policies, the risks associated with investment
in the Fund and the management of the Fund. Please see below for a summary of the filing information for each Fund and its applicable
Precedent Fund.

    Fund Information
    Precedent Fund Information

    Innovator Growth-100 Power Buffer
    ETF – August

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1158

Accession No.: 0001213900-24-043681

    Innovator Growth-100 Power Buffer
    ETF – January,

    Innovator Growth-100 Power Buffer ETF – April,

    Innovator Growth-100 Power Buffer ETF – July and

    Innovator
    Growth-100 Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator Growth-100 Power Buffer
    ETF – September

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1159

Accession No.: 0001213900-24-043689

    Innovator Growth-100 Power Buffer
    ETF – January,

    Innovator Growth-100 Power Buffer ETF – April,

    Innovator Growth-100 Power Buffer ETF – July and

    Innovator
    Growth-100 Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator Growth-100 Power Buffer
    ETF – November

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1160

Accession No.: 0001213900-24-043696

    Innovator Growth-100 Power Buffer
    ETF – January,

    Innovator Growth-100 Power Buffer ETF – April,

    Innovator Growth-100 Power Buffer ETF – July and

    Innovator
    Growth-100 Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    - 3 -

    Innovator Growth-100 Power Buffer
    ETF – December

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1161

Accession No.: 0001213900-24-043706

    Innovator Growth-100 Power Buffer
    ETF – January,

    Innovator Growth-100 Power Buffer ETF – April,

    Innovator Growth-100 Power Buffer ETF – July and

    Innovator
    Growth-100 Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator Growth-100 Power Buffer
    ETF – February

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1162

Accession No.: 0001213900-24-043714

    Innovator Growth-100 Power Buffer
    ETF – January,

    Innovator Growth-100 Power Buffer ETF – April,

    Innovator Growth-100 Power Buffer ETF – July and

    Innovator
    Growth-100 Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator Growth-100 Power Buffer
    ETF – March

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1163

Accession No.: 0001213900-24-043722

    Innovator Growth-100 Power Buffer
    ETF – January,

    Innovator Growth-100 Power Buffer ETF – April,

    Innovator Growth-100 Power Buffer ETF – July and

    Innovator
    Growth-100 Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator Growth-100 Power Buffer
    ETF – May

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1164

Accession No.: 0001213900-24-043730

    Innovator Growth-100 Power Buffer
    ETF – January,

    Innovator Growth-100 Power Buffer ETF – April,

    Innovator Growth-100 Power Buffer ETF – July and

    Innovator
    Growth-100 Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator U.S. Small Cap Power
    Buffer ETF – August

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1165

Accession No.: 0001213900-24-043737

    Innovator U.S. Small Cap Power
    Buffer ETF – January,

    Innovator U.S. Small Cap Power Buffer ETF – April,

    Innovator U.S. Small Cap Power Buffer ETF –
    July and

    Innovator U.S. Small Cap Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator U.S. Small Cap Power
    Buffer ETF – September

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1166

Accession No.: 0001213900-24-043748

    Innovator U.S. Small Cap Power
    Buffer ETF – January,

    Innovator U.S. Small Cap Power Buffer ETF – April,

    Innovator U.S. Small Cap Power Buffer ETF –
    July and

    Innovator U.S. Small Cap Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    - 4 -

    Innovator U.S. Small Cap Power
    Buffer ETF – November

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1167

Accession No.: 0001213900-24-043755

    Innovator U.S. Small Cap Power
    Buffer ETF – January,

    Innovator U.S. Small Cap Power Buffer ETF – April,

    Innovator U.S. Small Cap Power Buffer ETF –
    July and

    Innovator U.S. Small Cap Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator U.S. Small Cap Power
    Buffer ETF – December

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1168

Accession No.: 0001213900-24-043764

    Innovator U.S. Small Cap Power
    Buffer ETF – January,

    Innovator U.S. Small Cap Power Buffer ETF – April,

    Innovator U.S. Small Cap Power Buffer ETF –
    July and

    Innovator U.S. Small Cap Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator U.S. Small Cap Power
    Buffer ETF – February

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1169

Accession No.: 0001213900-24-043769

    Innovator U.S. Small Cap Power
    Buffer ETF – January,

    Innovator U.S. Small Cap Power Buffer ETF – April,

    Innovator U.S. Small Cap Power Buffer ETF –
    July and

    Innovator U.S. Small Cap Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator U.S. Small Cap Power
    Buffer ETF – March

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1170

Accession No.: 0001213900-24-043780

    Innovator U.S. Small Cap Power
    Buffer ETF – January,

    Innovator U.S. Small Cap Power Buffer ETF – April,

    Innovator U.S. Small Cap Power Buffer ETF –
    July and

    Innovator U.S. Small Cap Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

    Innovator U.S. Small Cap Power
    Buffer ETF – May

Filing date: May 15, 2024

Post-Effective Amendment No. under
    1933 Act: 1171

Accession No.: 0001213900-24-043785

    Innovator U.S. Small Cap Power
    Buffer ETF – January,

    Innovator U.S. Small Cap Power Buffer ETF – April,

    Innovator U.S. Small Cap Power Buffer ETF –
    July and

    Innovator U.S. Small Cap Power Buffer ETF – October

Filing date: February 27, 2024

Post-Effective Amendment No. under
    1933 Act: 1117

Accession No.: 0001213900-24-017353

For each Fund, the disclosure
in the applicable Registration Statement has been revised only as necessary to set forth the change in the Outcome Period, to update the
applicable Cap, and to make certain necessary edits to reflect that such Fund has not yet commenced operations.

    - 5 -

Comment 7 – General

The Staff notes the Funds
include disclosure regarding the potential negative consequences of an investor holding shares of a Fund after the end of an Outcome Period
or through multiple Outcome Periods, however such disclosure does not match what was agreed to with the Staff. Please revise.

Response to Comment 7

The Funds note the discrepancy
arises from timing between when the initial Registration Statements for the Funds were filed and when the disclosure was agreed upon with
the Staff. Each Fund has revised its prospectus accordingly to include the agreed-upon disclosure.

Comment 8 – Fee Table

Please supplementally explain
to the Staff why the management fee is blank. The Staff notes the Funds have the same unitary fee structure as existing versions of the
Funds. Please confirm the unitary management fee will be disclosed and that if the Funds should adopt a Rule 12b-1 Plan, the Registration
Statements will be revised accordingly.

Response to Comment 8

The management fee was left
blank for this initial filing because the management fee for each Fund was not yet approved by the Board of Trustees. The Funds confirm
that the unitary management fee will be disclosed in the next post-effective amendment and that it will be the same as the Precedent Funds.
Further, if the Funds adopt a Rule 12b-1 Plan, the Registration Statements will be revised accordingly.

Comment 9 – Annual Fund Operating Expenses

Please confirm in supplemental
correspondence to the Staff that the Distribution and Service (12b-1). Fees caption shows a fee of 0.00% because the Fund has not adopted
any related plans and if the Fund should adopt such a plan the Registration Statement will be revised accordingly.

Response
to Comment 9

The Trust confirms that
each Fund currently has not adopted a Rule 12b-1 Plan and has no plan to adopt a Rule 12b-1 Plan. If a Rule 12b-1 Plan is adopted in the
future, such Fund will make such filings and revisions as necessary.

    - 6 -

Comment 10 – Principal Investment Strategies and Risks

The Staff notes that the Funds
do not appear to disclose its concentration policy in Item 4. Please revise the prospectuses to include the Fund’s concentration
policy and added attendant risk disclosure.

Response to Comment 10

The prospectuses have been
revised in accordance with the Staff’s comment.

Comment 11 – Management of the Fund

In the section entitled, “Management
of the Fund,” the Staff notes the disclosure with respect to the portfolio managers does not meet the requirements of Item 10(a)(2) of Form N-1A. Please
review and revise accordingly.

Response to Comment 11

The Registrant confirms that
the referenced disclosure has been revised to comply with the requirements of Item 10(a)(2) of Form N-1A.

Comment 12 – Statement of Additional Informati