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INVESTMENT MANAGERS SERIES TRUST II

235 W. Galena Street

Milwaukee, Wisconsin 53212

VIA EDGAR

February 20, 2024

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

Attention: Division of Investment Management

 Re: Investment Managers Series Trust II (the “Registrant”)

Registration Statement on Form N-14
(File No. 333-275747)

Ladies and Gentlemen:

This letter summarizes the comments provided to
me by Mr. Jeff Long of the staff of the Securities and Exchange Commission (the “Commission”) by telephone on December 7,
2023, and by Mr. Jeff Foor of the staff of the Commission on January 2, 2024, on the Registrant’s registration statement filed on
Form N-14 (the “Registration Statement”) relating to the proposed reorganization of KL Allocation Fund (the “Acquired
Fund”), a series of Investment Managers Series Trust, into AXS Astoria Inflation Sensitive ETF (the “Acquiring Fund”),
a series of the Registrant. The Acquired Fund and the Acquiring Fund are referred to herein as the “Funds.”

Responses to all of the comments are included
below and, as appropriate, are reflected in Pre-Effective Amendment No. 1 to the Registrant’s Form N-14 registration statement (the
“Amendment”), which will be filed separately. Capitalized terms not otherwise defined in this letter have the meanings assigned
to them in the Registration Statement.

Shareholder
Letter

 1. Please highlight the last two sentences of the first paragraph.

Response: The Registrant has
bolded the last two sentences of the first paragraph as requested.

 2. In the first bullet point under the first paragraph, please add the parenthetical from the second bullet
point which states “(which will generally result in the recognition of gain or loss by the Acquired Fund shareholder for federal
income tax purposes)” to the sentence which states “[i]f your financial intermediary does not have a policy to hold fractional
shares of exchange-traded funds (“ETFs”),you will receive cash from your financial intermediary in lieu of fractional shares.”

Response: The Registrant has
revised the sentence as follows:

If your financial intermediary does
not have a policy to hold fractional shares of exchange-traded funds (“ETFs”), you will receive cash from your financial intermediary
in lieu of fractional shares (which will generally result in the recognition of gain or loss for federal income tax purposes).

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 3. The first sentence of the second paragraph states “[n]otwithstanding the foregoing, under certain
circumstances, e.g., if the Acquired Fund shares held in Non-Qualifying Accounts represent too large of a percentage of the outstanding
Acquired Fund shares, and/or if the liabilities of the Acquired Fund to be assumed by the Acquiring Fund are too significant, by value,
as compared to the aggregate value of the Acquired Fund, it may become unclear whether the proposed Reorganization would qualify as a
tax-deferred transaction for U.S. federal income tax purposes.” In your written response, please explain how likely this is to occur
and what it represents, and if further clarification is needed, please provide additional disclosure in the Shareholder Letter.

Response: The Acquiring Fund
is an ETF. Certain shareholders of the Acquired Fund may hold Acquired Fund shares in accounts that are not permitted to hold ETF shares.
As a result of this restriction and as discussed elsewhere in the N-14, Acquired Fund shares held in those non-qualifying accounts at
the time of the reorganization will be redeemed for cash rather than exchanged for shares of the Acquiring Fund. If more than 10% of the
outstanding Acquired Fund shares are held in non-qualifying accounts at the time of the reorganization and are therefore redeemed for
cash at the time of the reorganization, there is risk that the reorganization would not qualify as a “reorganization” for
U.S. federal income tax purposes. The Acquired Fund is consulting with its shareholders and financial intermediaries to determine how
many shares are held through non-qualifying accounts. These efforts are ongoing, but, as of the date of this response, the Acquired Fund
has not yet identified any shareholders that hold shares through non-qualifying accounts. It is possible that shareholders holding Acquired
Fund shares through non-qualifying accounts, if any, may transfer their shares to accounts that are permitted to hold ETF shares or may
redeem their Acquired Fund shares in advance of the reorganization. Any such transfers and redemptions would generally reduce the risk
that the reorganization might not qualify as a “reorganization” for U.S. federal income tax purposes.

If any Acquired Fund shareholders who
currently hold shares through non-qualifying accounts receive cash in the reorganization as described above, the liabilities of the Acquired
Fund will need to be treated as cash consideration for certain purposes in determining whether the reorganization qualifies as a “reorganization”
for U.S. federal income tax purposes. It is currently expected that any such liabilities will be de minimis at the effective time of the
reorganization. Accordingly, any liabilities of the Acquired Fund existing at the time of the reorganization are not expected to be problematic
for tax purposes, absent significant cash redemptions of Acquired Fund shares held through non-qualifying accounts in the reorganization.

Questions &
Answers

 4. With respect to the question “Will there be any portfolio repositioning or other costs in connection with the Reorganization?”
the answer states “[t]he repositioning is expected to be effected in in-kind transactions with Authorized Participants and no transaction
costs are expected to be incurred by the Acquiring Fund in connection with the repositioning.” In your written response, please
explain to the staff how the process will work and how the Authorized Participants absorb all the repositioning costs.

Response: To reposition its portfolio
after the Reorganization, the Acquiring Fund intends to engage with authorized participants and utilize the in-kind basket process to
facilitate the acquisition and disposition of securities that would otherwise be purchased or sold by the Acquiring Fund. In particular,
the Acquiring Fund intends to (i) acquire securities it wishes to hold from one or more authorized participants in-kind, in exchange for
shares of the Acquiring Fund and (ii) deliver securities it does not wish to hold to one or more authorized participant(s) in-kind, in
exchange for shares of the Acquiring Fund.

For any securities which are part of
the in-kind process, the authorized participant(s) will incur the costs of (a) acquiring the basket of securities that will be provided
to the Acquiring Fund in exchange for shares of the Acquiring Fund and (b) disposing of the securities received from the Acquiring Fund
in exchange for shares of the Acquiring Fund. The fund may incur minimal transaction costs due to securities which cannot be included
via the in-kind process.

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 5. With respect to the response to the question “How will this Reorganization affect me as a shareholder?” please
bold the sentence which states “[i]n addition to being treated as taxable income, in some cases, the cash payment may also be
subject to a 10% early distribution tax for IRAs.”

Response: The Registrant has
bolded the sentence as requested.

Combined
Proxy Statement and Prospectus

 6. In the Proxy Statement, it appears the word “Sensitive” was dropped from the Acquiring Fund’s
name. Please correct references to the name “AXS Astoria Inflation Sensitive ETF” where applicable.

Response: The Registrant has
corrected references to AXS Astoria Inflation Sensitive ETF where applicable.

 7. Please include performance figures for the Acquiring Fund that are stated as of December 31, 2023. In
addition, please confirm the performance shown in the bar chart for the Acquiring Fund.

Response: The Registrant has
provided updated performance information as of December 31, 2023, for both Funds. Please see Attachment A. The Registrant confirms
the Acquiring Fund performance information in Attachment A is correct.

 8. Please confirm in the response letter whether the Acquiring Fund’s advisor has the right or ability
to seek reimbursement of fees waived or payments made by the Acquired Fund’s advisor prior to the Reorganization. If so, please
address the following in the response letter (a) how did the board conclude that it was appropriate to agree to permit this recoupment
by the new adviser after the reorganization who didn’t previously waive the fees, and (b) how did the board make the conclusion
that this was not an unfair burden under 15(f) of the 1940 Act, as part of its 15(f) analysis.

Response: The Registrant confirms
that the Acquiring Fund’s advisor will not seek reimbursements of fees waived or reimbursements made by Acquired Fund’s advisor
prior to the Reorganization.

 9. With respect to the discussion under “Board Considerations Relating to the Proposed Reorganization,”
did the Board consider the Funds’ performance? If so, please add disclosure regarding the Board’s considerations.

Response: The Registrant has
added the following bullet point to the disclosure:

 · information regarding the performance of the Acquiring Fund set forth in
its prospectus, including how the Acquiring Fund’s performance compared to its benchmark indices;

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 10. IMST II has five trustees, two of whom as considered “interested persons’ as that term is defined under the 1940 Act.
Please explain how the board of IMST II satisfies the provisions of Section 15(f).

Response: The Registrant confirms
the Board currently satisfies the relevant provision of Section 15(f). In particular, Section 15(f) requires that, during the three-year
period following the transaction, at least 75% of the Fund’s board of trustees must not be “interested persons” of the
investment advisor or predecessor investment advisor within the meaning of Section 2(a)(19) of the 1940 Act.

None of the IMST II trustees are currently
interested persons of AXS, the Acquiring Fund’s investment advisor, or Knowledge Leaders, the Acquired Fund’s investment advisor.

* * * * *

The Registrant believes that it has fully responded
to each comment. If, however, you have any further questions or require further clarification of any response, please contact me at (626)
385-5777.

/s/ DIANE J. DRAKE

Diane J. Drake

Secretary

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Attachment A

KL Allocation Fund

Calendar-Year Total Return (before taxes) for Institutional Class
Shares

For each calendar year at NAV

Best and Worst Quarter Returns (for the period reflected in the
bar chart above)

    Return
    Quarter/Year

    Highest Return
    9.88%
    06/30/2020

    Lowest Return
    (8.94%)
    06/30/2022

Average Annual Total Returns for the Periods Ended December 31,
2023

    Acquired Fund – KL Allocation Fund Institutional Class
    One

Year
    Five

Years
    Ten Years

    Return Before Taxes
    5.71%
    3.26%
    3.11%

    Return After Taxes on Distributions*
    5.05%
    1.77%
    1.85%

    Return After Taxes on Distributions and Sale of Fund Shares*
    3.84%
    2.34%
    2.29%

    Morningstar Developed Markets Large-Mid Cap Index (reflects no deduction for fees, expenses or taxes)
    23.43%
    12.50%
    8.46%

    Morningstar US Treasury Bond Index (reflects no deductions for fees, expenses or taxes)
    3.90%
    0.51%
    1.23%

 * After-tax returns are calculated using the historical highest
individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Your actual after-tax returns will
depend on your tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their shares
through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. In some cases, the return after taxes may
exceed the return before taxes due to an assumed tax benefit from any losses on a sale of shares of the Fund at the end of the measurement
period.

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AXS Astoria Inflation Sensitive ETF

Calendar-Year Total Return (before taxes)

For each calendar year at NAV

Best and Worst Quarter Returns (for the period reflected in the
bar chart above)

    Return
    Quarter/Year

    Highest Return
    13.98%
    12/31/2022

    Lowest Return
    (17.42%)
    06/30/2022

Average Annual Total Returns for the Periods Ended December 31,
2023

    Acquiring Fund – AXS Astoria Inflation Sensitive ETF
    One

Year

    Since Inception

    (12/29/2021)

    Return Before Taxes
    11.77%
    7.84%

    Return After Taxes on Distributions*
    10.37%
    6.81%

    Return After Taxes on Distributions and Sale of Fund Shares*
    6.89%
    5.63%

    AXS Astoria Blended Benchmark Index **

(reflects no deduction for fees, expenses or taxes)
    14.05%
    0.97%

    Bloomberg Commodity Total Return Index
    (7.91%)
    2.86%

    Bloomberg U.S. TIPS 1-3 Year (USD) Index

(reflects no deduction for fees, expenses or taxes)
    4.64%
    1.39%

    MSCI ACWI (Net) Index (reflects no deduction for fees, expenses or taxes)
    22.20%
    (0.22%)

 * After-tax returns are calculated using the historical highest
individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Your actual after-tax returns will
depend on your tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their shares
through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. In some cases, the return after taxes may
exceed the return before taxes due to an assumed tax benefit from any losses on a sale of shares of the Fund at the end of the measurement
period.

 ** The AXS Astoria Blended Benchmark Index is comprised 70% MSCI
All Country World Index, 20% Bloomberg Commodity Total Return Index, and 10% Bloomberg US TIPS 1-3 Year Index.

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