SecProbe.io

CORRESP
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  Morrison Warren

Partner

  Chapman and Cutler LLP

320 South Canal Street, 27th Floor

Chicago, Illinois 60606

T (312) 845-3484

warren@chapman.com

June 3, 2025

VIA EDGAR CORRESPONDENCE

Michael A. Rosenberg

United States Securities and Exchange Commission

Division of Investment Management

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    WEBs ETF Trust

    File Nos. 333-215607; 811-23227

Dear Mr. Rosenberg:

This letter responds to your
comments regarding the registration statement filed on Form N-1A for WEBs ETF Trust, (the “Trust” or the “Registrant”)
with the Securities and Exchange Commission (the “Commission”) on January 6, 2025 (the “Registration Statement”).
The Registration Statement relates to WEBs Defined Volatility XLE ETF, WEBs Defined Volatility XLB ETF, WEBs Defined Volatility XLI ETF,
WEBs Defined Volatility XLY ETF, WEBs Defined Volatility XLP ETF, WEBs Defined Volatility XLV ETF, WEBs Defined Volatility XLF ETF, WEBs
Defined Volatility XLK ETF, WEBs Defined Volatility XLC ETF, WEBs Defined Volatility XLU ETF and WEBs Defined Volatility XLRE ETF (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 Registration Statement. References to a “Fund” and to
changes to be made to a Fund’s prospectus in Exhibit A shall be deemed to refer to each Fund unless otherwise stated below.

Comment 1 – General

The staff of the Commission
(the “Staff”) reminds the Registrant 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 Statement. Please ensure that corresponding changes
are made to all similar disclosure. Please provide responses to all of the Staff’s comments on EDGAR at least five business days
before the effective date of the Registration Statement.

Response to Comment 1

The Trust acknowledges the
Staff’s comment and confirms that corresponding changes made in response to the Staff’s comments have been made to any similar
disclosure throughout the Registration Statement. Further, the Registrant will provide the Staff with a response letter in the form of
correspondence at least five business days before effectiveness.

Comment 2 – Principal Investment Strategies

Please
clearly disclose in what instruments the Fund will invest in order to achieve exposure to the Underlying ETF.

Response to Comment 2

The prospectus has been revised
in accordance with the Staff’s comment as set forth in Exhibit A.

Comment 3 – Principal Investment Strategies

Please supplementally confirm
to the Staff whether the Funds will be using a relative value-at-risk (VaR) test to measure derivatives risk and please identify the designated
indices for the Funds pursuant to Rule 18f-4 under the Investment Company Act of 1940. Please confirm that those indices are unleveraged.

Response to Comment 3

Each
Fund will use a relative VaR test to measure derivatives risk versus its respective Index as designated reference portfolio. The Registrant
confirms that each Index is unleveraged.

Comment 4 – Principal Investment
Strategies

In
the section describing the Index, please disclose the Index’s objective, as described in the Index methodology.

Response to Comment 4

The prospectus has been revised
in accordance with the Staff’s comment as set forth in Exhibit A.

    -2-

Comment 5 – Principal Investment Strategies

In the third paragraph of
the Principal Investment Strategies section, please specify how the Fund will increase or decrease exposure to the Underlying ETF.

Response to Comment 5

The prospectus has been revised
in accordance with the Staff’s comment as set forth in Exhibit A.

Comment 6 – Principal Investment Strategies

Under
Concentration Policy, please disclose that the Underlying ETF concentrates in the applicable sector and address the risk associated
with those industries in the Principal Risks section.

Response to Comment 6

The Concentration Policy
sub-section of the Principal Investing Strategies section in the prospectus has been revised in accordance with the Staff’s
comment as set forth in Exhibit A.

The Registrant notes that
each Fund’s prospectus lists the risks associated with the respective sector under the Underlying ETF Risk.

Comment
7 – performance

Please supplementally disclose
to the Staff the broad-based index each Fund intends to use.

Response
to Comment 7

Each Fund intends to use the
S&P 500® Index as its broad-based index.

Please call me at (312) 845-3484
if you have any questions or issues you would like to discuss regarding these matters.

    Sincerely yours,

    Chapman and Cutler LLP

    By:
    /s/ Morrison C. Warren

    Morrison C. Warren

    -3-

The information in this
Prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities
and Exchange Commission is effective. This Prospectus is not an offer to sell these securities and it is not soliciting an offer to buy
these securities in any state where the offer of sale is not permitted.

Exhibit A

Subject to Completion

June 3, 2025

PROSPECTUS

WEBs ETF Trust

WEBs Defined Volatility XLE ETF (DVXE)

WEBs Defined Volatility XLB ETF (DVXB)

WEBs Defined Volatility XLI ETF (DVIN)

WEBs Defined Volatility XLY ETF (DVXY)

WEBs Defined Volatility XLP ETF (DVXP)

WEBs Defined Volatility XLV ETF (DVXV)

WEBs Defined Volatility XLF ETF (DVXF)

WEBs Defined Volatility XLK ETF (DVXK)

WEBs Defined Volatility XLC ETF (DVXC)

WEBs Defined Volatility XLU ETF (DVUT)

WEBs Defined Volatility XLRE ETF (DVRE)

(each, a “Fund” and together, the
“Funds”)

June ___, 2025

Principal U.S. Listing Exchange: Nasdaq, Inc.

Each Fund is an exchange-traded fund (“ETF”).
This means that shares of the Fund (“Shares”) are listed on Nasdaq, Inc., its Principal U.S. Listing Exchange (the “Exchange”),
a national securities exchange, and trade at market prices. The market price for the Shares may be different from the Fund’s net
asset value per share (the “NAV”).

Neither the Securities and Exchange Commission
(“SEC”) nor any state securities commission has approved or disapproved these securities or passed upon the accuracy or adequacy
of this Prospectus. Any representation to the contrary is a criminal offense. The Shares are not guaranteed or insured by the Federal
Deposit Insurance Corporation or any other agency of the U.S. Government, nor are Shares deposits or obligations of any bank. It is possible
to lose money by investing in the Funds.

Table of Contents

    WEBs DEFINED VOLATILITY XLE ETF
    3

    WEBs DEFINED VOLATILITY XLB ETF
    15

    WEBs DEFINED VOLATILITY XLI ETF
    27

    WEBs DEFINED VOLATILITY XLY ETF
    39

    WEBs DEFINED VOLATILITY XLP ETF
    48

    WEBs DEFINED VOLATILITY XLV ETF
    59

    WEBs DEFINED VOLATILITY XLF ETF
    71

    WEBs DEFINED VOLATILITY XLK ETF
    82

    WEBs DEFINED VOLATILITY XLC ETF
    94

    WEBs DEFINED VOLATILITY XLU ETF
    106

    WEBs DEFINED VOLATILITY XLRE ETF
    116

    ADDITIONAL INFORMATION ABOUT THE FUNDS’ PRINCIPAL INVESTMENT STRATEGIES
    128

    ADDITIONAL RISK INFORMATION
    131

    MANANGEMENT
    142

    FUND SERVICE PROVIDERS
    145

    SHAREHOLDER PROCEEDINGS
    145

    INDEX/TRADEMARK LICENSES AND DISCLAIMER
    146

    ADDITIONAL PURCHASE AND SALE INFORMATION
    146

    DISTRIBUTIONS
    148

    PORTFOLIO HOLDINGS DISCLOSURE
    149

    U.S. FEDERAL INCOME TAXATION
    149

    GENERAL INFORMATION
    152

    PREMIUM/DISCOUNT INFORMATION
    153

    CODE OF ETHICS
    153

    DISTRIBUTION PLAN
    153

    OTHER INFORMATION
    153

    FINANCIAL HIGHLIGHTS
    153

    WHERE TO LEARN MORE ABOUT THE FUNDS
    154

    2

WEBs DEFINED VOLATILITY XLE ETF

OBJECTIVE

The Fund seeks to provide investment results that,
before fees and expenses, correspond to the performance of the Syntax Defined Volatility XLE Index (the “Index”).

FEES AND EXPENSES OF THE FUND

This table describes the fees and expenses that
you may pay if you buy, hold and sell shares of the Fund (“Fund Shares”). You may pay other fees, such as brokerage commissions
and other fees to financial intermediaries, which are not reflected in this table and the Example below.

Annual Fund Operating Expenses

(Expenses that you pay each year as a percentage of the value of
your investment):

    Management Fees1
    0.85%

    Distribution and Service (12b-1) Fees
    0.00%

    Other Expenses2
    0.00%

    Acquired Fund Fees and Expenses3
    0.04%

    Total Annual Fund Operating Expenses
    0.89%

 (1) Unitary management fee under which the investment adviser pays substantially all expenses of the Fund
(including the cost of transfer agency, sub-advisory, custody, fund administration, legal, audit and other services and license fees,
if any, and any expenses incurred by the Trust and allocated to the Fund), excluding the fee paid to the investment adviser, interest,
taxes, acquired fund fees and expenses, if any, brokerage commissions and other expenses connected with the Independent Trustees of the
Trust, their counsel, the execution of portfolio transactions (including any net account or similar fees charged by futures commission
merchants), distribution and service fees payable pursuant to a Rule 12b-1 plan, if any, and extraordinary expenses.

 (2) “Other Expenses” are estimates based on the expenses the Fund expects to incur for the current
fiscal year.

 (3) “Acquired Fund Fees and Expenses” are based on estimated amounts for the current fiscal year.

Example:

This Example is intended to help you compare the
cost of investing in the Fund with the cost of investing in other funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated, and then sell all of your Fund Shares at the end of those periods. The Example also assumes that your investment
has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower,
based on these assumptions your costs would be:

    1 Year
    3 Years

    $91
    $284

PORTFOLIO TURNOVER

The Fund pays transaction costs, such as commissions,
when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction
costs and may result in higher taxes when Fund Shares are held in a taxable account. These costs, which are not reflected in Total Annual
Fund Operating Expenses or in the Example, affect the Fund’s performance. Because the Fund has not yet commenced operations, portfolio
turnover information is unavailable at this time.

    3

PRINCIPAL INVESTMENT STRATEGIES

The Fund is a passively managed ETF listed for
trading on the Exchange. The Fund implements its investment objective by investing, under normal market conditions, at least 80% of its
net assets (including borrowings for investment purposes) in financial instruments that achieve the investment results of the Index.

Syntax Defined Volatility XLE Index.
The Index is a rules-based strategy that seeks to track the net asset value of a portfolio of securities of companies in the energy
sector of the large-cap U.S. equity market, with investment exposure to The Energy Select Sector SPDR Fund (“XLE” or the “Underlying
ETF”) adjusted for a targeted annual volatility rate of 30% (a representation of the annual long-term volatility rate of the Underlying
ETF) (the “Defined Volatility Rate”). The Index was created by Syntax LLC (“Syntax” or the “Index Provider”).

Volatility is a statistical measurement of the
magnitude of asset price fluctuations (increases or decreases in an asset’s price) over time. In general, an investment with high
levels of volatility will subject an investor to more significant variances in gains and losses than the investment with lower volatility
over the same period. Realized volatility is the historically observed movement of the price of an asset over a given period. The Index
dynamically allocates exposure to the Underlying ETF by comparing the Underlying ETF’s 21-day realized volatility (short-term volatility)
to the Defined Volatility Rate. The Fund, in seeking to track the Index, will increase exposure to the Underlying ETF, by allocating assets
to a total return swap on the Underlying ETF, to the extent short-term volatility is lower than the Defined Volatility Rate. Conversely,
the Fund will decrease exposure to the Underlying ETF, by allocating assets to a Cash Position, to the extent short-term volatility is
higher than the Defined Volatility Rate. On each day of trading of the Underlying ETF, the Index calculates the short-term volatility
of the Underlying ETF by measuring the daily volatility returns of the past 21 days of trading for the Underlying ETF and

 ● when the measured Underlying ETF short-term volatility is below the Defined Volatility Rate, the Index
increases exposure to the Underlying ETF in order to adjust the Underlying ETF short-term volatility up to the Defined Volatility Rate;

 ● when the measured Underlying ETF short-term volatility is above the Defined Volatility Rate, the Index
decreases exposure to the Underlying ETF in order to adjust the Underlying ETF short-term volatility down to the Defined Volatility Rate.

As further described below, the Fund seeks to
implement this strategy by investing in the following instruments:

Underlying ETF. The Fund will invest in
shares of the Underlying ETF as determined by the Index. The Underlying ETF generally invests substantially all, but at least 95% of its
total assets, in securities comprising the Energy Select Sector Index. The Energy Select Sector Index includes companies that have been
identified as “energy companies” by the Global Industry Classification Standards (GICS®), including securities
of companies from the following industries: oil, gas and consumable fuels; and energy equipment and services. The Energy Select Sector
Index is one of eleven Select Sector Indexes developed and maintained in accordance with the following criteria: (1) each of the component
securities in the Select Sector Index is a constituent of the S&P 500® Index; and (2) the Select Sector Index is calculated
by S&P Dow Jones Indices LLC based on a proprietary “modified market capitalization” methodology. As of May 30, 2025,
the Energy Select Sector Index was composed of 23 common stocks.

    4

Swap Agreements. The
Fund will, from time to time as determined by the Index, allocate to a total return swap on the Underlying ETF, as a way of applying leverage
to the Underlying ETF and thereby increasing volatility to the Defined Volatility Rate. Swap agreements are contracts entered into primarily
with major financial institutions for a specified period ranging from a day to more than one year. In a “swap” transaction,
two parties agree to exchange the return (or differentials in rates of return) earned or realized on predetermined investments or instruments
for a specified time period. The Fund expects to enter into one or more over-the-counter (“OTC”) swap agreements with major
global financial institutions for a specified period ranging from a day to more than one year to provide exposure to the investment performance
the Index. The terms of the Fund’s OTC swap agreement are expected to provide payments whereby only the net amount is paid to the
counterparty entitled to receive the net payment. The Fund’s obligations (or rights) under the OTC swap agreement will be equal
only to the net amount to be paid or owed under the agreement, based on the relative values of the positions held by each counterparty.

Cash Position. The Fund
will, from time to time as det