SecProbe.io

CORRESP
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 filename1.htm

 Daniel D. Conroy

 Associate

 +1.215.963.4602

 daniel.conroy@morganlewis.com

 July 7, 2025

 FILED AS EDGAR CORRESPONDENCE

 Karen L. Rossotto,
Esq.

 Shandy Pumphrey

 U.S. Securities and
Exchange Commission

 100 F Street, NE

 Washington, D.C. 20549

 Re: The Advisors' Inner Circle Fund III 485(a) Filing (File
Nos. 033-192858 and 811-22920)

 Dear Mses. Rossotto
and Pumphrey,

 On behalf of our client, The Advisors' Inner
Circle Fund III (the " Trust "), this letter responds to the comments you provided on behalf of the staff (the " Staff ")
of the Securities and Exchange Commission (the " SEC ") via telephone, regarding the Trust's post-effective amendment
no. 374, under the Securities Act of 1933, as amended (the " 1933 Act "), and amendment no. 378, under the Investment
Company Act of 1940, as amended (the " 1940 Act "), to its registration statement filed with the SEC pursuant to Rule
485(a) under the 1933 Act (the " Amendment ") with respect to the GQG US Equity ETF (the " Fund "),
a series of the Trust. Below, we have briefly summarized your comments and questions, followed by our responses. Where indicated, certain
of the responses are based on information provided by GQG Partners LLC (the " Adviser ") for the specific purpose of
responding to the Staff's comments. Capitalized terms not defined herein should be given the meaning provided in the Amendment.

 PROSPECTUS COMMENTS

 Principal Investment Strategies

 1. Comment. 	With reference to the first sentence of the second paragraph, please specify any additional types of equity
securities in which the Fund may principally invest.

 1
 Karen L. Rossotto Shandy Pumphrey July 7, 2025 Page 2

 Response. 	 The Fund has
revised the principal investment strategy disclosure to clarify that the Fund may also principally invest in preferred stocks and warrants,
and has included related principal risk factors titled "Preferred Stock Risk" and "Warrants Risk."

 2. Comment. 	 The Staff notes that the Fund may consider a company to be a U.S. company if
" the Adviser otherwise believes that the company's assets are exposed to the economic fortunes and risks of the U.S. (because,
for example, the Adviser believes that the company's growth is dependent on the U.S.) ." The Staff believes this criterion
is broad and could encompass companies not traditionally considered to be U.S. companies. Accordingly, please revise these criteria to
more narrowly reflect that the company must have an economic tie to the U.S.

 Response. 	 The Trust respectfully
advises the Staff that it previously received a related comment from the Staff regarding similar language on November 29, 2016, in connection
with the GQG Partners Emerging Markets Equity Fund's definition of "emerging market country." In response to that comment,
in a letter dated December 23, 2016, the Trust (i) confirmed to the Staff that it would "clarify the circumstances in which the
Adviser may believe that the assets of a company that does not meet any of the Fund's other criteria for being considered to be
an emerging market company are exposed to the economic fortunes and risks of emerging market countries"; and (ii) made the
change below to prong (v) of the definition of "emerging market country" that was included in the GQG Partners Emerging Markets
Equity Fund's prospectus.

 "The
Fund considers a company to be an emerging market company if: (i) at least 50% of the company's assets are located in emerging market
countries; (ii) at least 50% of the company's revenue is generated in emerging market countries; (iii) the company is organized,
conducts its principal operations, or maintains its principal place of business or principal manufacturing facilities in an emerging
market country; (iv) the company's securities are traded principally in an emerging market country; or (v) the Adviser otherwise
believes that the company's assets are exposed to the economic fortunes and risks of emerging market countries ( because,
for example, the Adviser believes that the company's growth is dependent on emerging market countries )."

 This same definition, including the language
added to prong (v) above, was later used in connection with the GQG Partners Global Quality Equity Fund's definition of "non-U.S.
company" in its initial prospectus, and the Trust received and responded to a similar comment from the Staff regarding this language
in a letter dated March 22, 2019. Additionally, similar language was also used for the GQG Partners US Quality Value Fund's definition
of "U.S. company" in its initial prospectus, and again the Trust received and responded to a similar comment from the Staff
regarding this language in a letter dated June 30, 2021. The Trust respectfully notes that the definition of "U.S. company"
used in the Amendment is identical to the one included in the aforesaid 2021 filing. In addition, the GQG Partners US Select Quality Equity
Fund, a separate series of the Trust which operates as a mutual fund and pursues substantially the same investment strategy as the Fund,
includes the same definition of "U.S. company" in its prospectus.

 Karen L. Rossotto Shandy Pumphrey July 7, 2025 Page 3

 In light of the history of the other GQG
funds' use of this language and the clarification to prong (v) that was made previously in response to Staff comments, the Trust
respectfully believes that the inclusion of prong (v) in the definition of "U.S. company" for the Fund is reasonable and respectfully
declines to make the requested change.

 Further, with respect to the hypothetical
provided in the Comment, the Trust notes that the adopting release to Rule 35d-1 provides that "As a general matter, an investment
company may use any reasonable definition of the terms used in its name and should define the terms used in its name in discussing its
investment objectives and strategies in the prospectus." The Adviser is both permitted and required to adhere to this reasonableness
standard. For this reason as well, the Trust believes that the inclusion of prong (v) in the definition of "U.S. company"
for the Fund is reasonable and respectfully declines to make the requested change.

 3. Comment. 	With reference to the fourth paragraph, please disclose the initial universe
of securities from which the Adviser is screening.

 Response. 	 The Trust has
respectfully declined to make the requested change. As the Fund primarily invests in U.S. equity securities, the Trust believes that further
defining the initial investment universe would not provide meaningful additional value to investors. The current principal investment
strategy disclosure and related risk disclosures already disclose that the Fund may invest in U.S. companies of any market capitalization
and across all sectors and industries, which the Adviser believes sufficiently conveys the scope of the Fund's investable universe.

 4. Comment. 	With reference to the fifth sentence of the fourth paragraph, please clarify
how the Adviser determines whether companies are considered "reasonably priced." If this determination is made on a relative
basis, please disclose the basis of comparison.

 Response. 	 The Trust has
revised the disclosure to clarify that the Adviser evaluates its "reasonably priced" determinations on a relative basis, comparing
a company to its peers, comparable businesses, or its own historical performance. The Trust believes this disclosure, as revised and in
the context of the detail provided elsewhere in this section of the prospectus, is consistent with Items 4(a) and 9(b)(2) of Form N-1A
in explaining in general terms the Adviser's method for selecting the Fund's securities. The Trust also notes that this disclosure,
as revised, is generally consistent with the detail and explanation used by many other third-party registered investment companies it
surveyed which include similar "reasonably priced" language in their prospectuses. In particular, the Trust notes that these
other investment companies generally do not provide specific criteria used.

 5. Comment. 	 With reference to the sixth sentence of the fourth paragraph, please disclose
how the Adviser seeks to limit downside risk.

 Response. 	The requested
change has been made.

 Karen L. Rossotto Shandy Pumphrey July 7, 2025 Page 4

 6. Comment. 	 With reference to the first sentence of the fifth paragraph, please specify
the benchmark or context against which "above-average rates" are measured. Please also disclose the period of growth the Adviser
considers when determining this metric.

 Response. 	 The requested
changes have been made.

 7. Comment. 	 With reference to the first sentence of the fifth paragraph, please also disclose
the Adviser's criteria for "quality."

 Response. 	The Trust acknowledges
the Staff's comment but respectfully believes the current disclosure appropriately describes the Adviser's criteria for "quality."
Specifically, the fourth paragraph of the Principal Investment Strategies section provides specific examples of "quality factors"
that the Adviser considers when evaluating companies, including rates of return on equity and total capital, margin stability and profitability.
In addition, this paragraph also specifies that the Adviser seeks to buy companies that it believes are reasonably priced and have strong
fundamental business characteristics and sustainable and durable earnings growth relative to peers, comparable businesses, or its own
history. The Adviser believes these criteria sufficiently describe its approach to evaluating quality, and therefore, no additional disclosure
changes have been made.

 8. Comment. 	 The Staff notes that the Fund is non-diversified under the 1940 Act. Accordingly,
please disclose the number of securities the Fund anticipates investing in.

 Response. 	Item 4(b)(1)(iv)
of Form N-1A provides the disclosure requirements for non-diversified funds, as follows:

 "If applicable, state that the Fund
is non-diversified, describe the effect of non-diversification (e.g., disclose that, compared with other funds, the Fund may invest a
greater percentage of its assets in a particular issuer), and summarize the risks of investing in a non-diversified fund."

 The Prospectus currently discloses that
the Fund is non-diversified, that the Fund therefore may invest a larger percentage of its assets in a smaller number of issuers than
a diversified fund, and includes "Non-Diversification Risk" disclosure. The Fund respectfully believes that the current disclosure
satisfies the requirements of Form N-1A with respect to non-diversified funds and, accordingly, respectfully declines to make the requested
change.

 Principal Risks

 9. Comment. 	 With reference to "ETF Risks," please revise the disclosure under
the "Not Individually Redeemable" heading to clarify that only authorized participants may redeem Fund shares in creation
units.

 Response. 	The
requested change has been made.

 10. Comment. 	 With reference to "Sector and Industry Focus Risk," if the Fund
is expected to focus on a particular sector, please disclose the anticipated sector and provide a description of the associated risks.

 Response. 	The Adviser
confirms that the Fund is not expected to focus on any particular sector. Accordingly, no changes have been made in response to this Comment.

 Karen L. Rossotto Shandy Pumphrey July 7, 2025 Page 5

 11. Comment. 	 With reference to "Foreign Company Risk," please clarify the meaning
of "P-Notes."

 Response. 	The Fund does
not intend to invest principally in participatory notes (" P-Notes ") and has therefore removed all references to P-Notes
from the principal risk disclosures.

 12. Comment. 	 With reference to "Seed Investor Risk," please confirm supplementally
that the Fund is not reimbursing any payments made by the Adviser or its affiliates to the seed investors.

 Response. 	The Adviser
confirms that the Fund will not reimburse any payments made by the Adviser or its affiliates to the seed investors.

 Performance Section

 13. Comment. 	Please revise the first sentence of the second paragraph to clarify that the
Fund's investment guidelines are equivalent to those of the Predecessor Fund in all material respects, consistent with the language
used in the no-action letter issued to MassMutual Institutional Funds (pub. avail. Sept. 28, 1995) (the " MassMutual Letter ") .

 Response. 	The requested
change has been made.

 14. Comment. 	Please supplementally confirm that the Adviser of the Predecessor Fund was
responsible for managing the Predecessor Fund throughout the entire performance period presented in the Prospectus.

 Response. 	The Adviser
confirms that it was responsible for managing the Predecessor Fund throughout the entire performance period presented in the Prospectus.

 15. Comment. 	Please disclose the date on which the Predecessor Fund's assets transferred
to the Fund.

 Response. 	The
requested change has been made.

 16. Comment. 	Please supplementally confirm the following with respect to the Predecessor
Fund:

 	(i).	 Please
describe the background of the Predecessor Fund, including when and why the Predecessor Fund was created.

 Response. The Adviser formed
the Predecessor Fund in 2019 as part of its broader initiative to offer the U.S. equity strategy in a variety of investment vehicles (i.e.,
mutual fund, collective investment trust, private fund) to appeal to different investor needs. The Predecessor Fund was not created solely
for purposes of establishing a track record.

 Karen L. Rossotto Shandy Pumphrey July 7, 2025 Page 6

 (ii).
Please discuss whether: (a) the Adviser managed any other accounts that were materially equivalent to the Predecessor Fund; and (b) any
such other accounts were converted to a registered investment company under the 1940 Act, and if not, please explain why. Please also
explain why the Predecessor Fund was chosen to be registered, and if any other materially equivalent accounts had lower performance as
compared to the Predecessor Fund.

 Response. (a). The Adviser
manages other accounts that are materially equivalent to the Predecessor Fund. Such other accounts generally are: separately managed accounts,
the owners of which are not inclined to become shareholders of a pooled investment vehicle; unaffiliated third-party funds that the Adviser
manages in a sub-advisory capacity only; collective investment trusts formed to be investment options in retirements plans; and pooled
vehicles formed under the laws of a jurisdiction other than the United States designed for investment by non-U.S. investors. The Adviser
also manages the GQG Partners US Select Quality Equity Fund, a registered mutual fund that is also a series of the Trust (the " GQG
Mutual Fund "), using substantially the same investment strategy as the Fund.

 (b). The Adviser has
not chosen to convert any of these other accounts to a registered investment company because converting them to a registered fund form
would not serve a business purpose for the Adviser, the client or the sponsor of the third-party fund and might have been a more expensive
option for the underlying investors, including in applicable retirement plans. As for the GQG Mutual Fund, the Adviser concluded that
(1) it would like to offer investors both a U.S. mutual fund and a U.S. exchange-traded fund (" ETF ") using its U.S.
equity strategy and (2) in any event, the GQG Mutual Fund has a meaningful component of shareholders and intermediaries that would not
likely view conversion to an ETF structure favorably. In contrast, the Adviser believes the Predecessor Fund has an investor base that
would have an interest in and be well served by a conversion to an ETF structure because of increased liquidity and that the resulting
Fund would have a strong chance of success in the market.

 Regarding the performance
record of such other accounts, the Adviser manages all accounts in this strategy in a similar