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        Chapman and Cutler LLP

320 South Canal Street, 27th Floor

Chicago, Illinois 60606

T 312.845.3000

F 312.701.2361

www.chapman.com

 February 2, 2024

VIA EDGAR CORRESPONDENCE

Ellie Quarles

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    First Trust Exchange-Traded Fund VIII (the “Trust”)

    File
Nos. 333-210186; 811-23147

Dear Ms. Quarles:

This letter responds
to your comments regarding the registration statement filed on Form N-1A for First Trust Exchange-Traded Fund VIII (the “Registrant”
or “Trust”) with the staff of the Securities and Exchange Commission (the “Staff”) on October 30,
2023 (the “Registration Statement”). The Registration Statement relates to the FT Energy Income Partners Enhanced Income
ETF (the “Fund”), a series of the Trust. Capitalized terms used herein, but not otherwise defined, have the meanings
ascribed to them in the Registration Statement.

Comment
1 – General

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

Comment
2 – General

The Staff notes that
the Fund does not fit the Form N-1A definition of a “new fund,” as it will be the successor to an existing fund. Please carry
over performance information, portfolio turnover information, financial highlight information and other information required in the Statement
of Additional Information for the predecessor fund. Please also revise “New
Fund Risk” set forth in the summary and statutory risk sections as is appropriate.

Response
to Comment 2

Pursuant to the Staff’s
comment, the Registration Statement has been revised accordingly.

Comment
3 – General

Please supplementally
provide a completed fee table and expense examples for the Fund. Please also provide the fee table based upon fees and expenses of the
predecessor fund for the prior fiscal year restated to reflect the expenses for the current fiscal year. Please also add a footnote explaining
that the Fund is a successor to the predecessor fund and that the fees and expenses have been restated to reflect the fees and expenses
for the current fiscal year (see Item 3 of Form N-1A).

Response
to Comment 3

A completed fee table
and expense examples have been attached hereto as Exhibit A.

Comment
4 – Principal Investment Strategies

The Fund discloses
that it will invest primarily in a portfolio of equity securities. Please clarify whether equity securities refers to common stock, as
well as equity securities of limited liability companies (“LLCs”) and master limited partnerships (“MLPs”),
preferred stock and other types of equity securities. Please provide a range of the number of investments the Fund intends to make. Please
also clarify what other types of investments the Fund may invest in other than equity securities.

Response
to Comment 4

The Registrant notes
that the disclosure in the Registration Statement states that the Fund will invest in a portfolio of equity securities of Energy Companies,
which may include MLPs and LLCs. Additionally, the Registrant respectfully directs the Staff to the section entitled, “Equity Securities,”
which states equity securities include common stocks, preferred securities, warrants to purchase common stocks or preferred securities,
securities convertible into common stocks or preferred securities and MLPs. The Registrant notes the Sub-Advisor does not require a range
or number of investments that the Fund must invest in.

    -2-

Comment
5 – Principal Investment Strategies

The Staff notes the
following disclosure set forth in the section entitled “Principal Investment Strategies”:

Energy Companies also
include companies providing engineering, consulting and construction services that derive at least 50% of their revenues or profits from
the above, all of which are selected by Energy Income Partners, LLC, the Fund’s investment sub-advisor (“Energy Income
Partners” or the “Sub-Advisor”).

Please clarify what
“from the above” means in this disclosure.

Response
to Comment 5

The Registrant notes
it has added “energy-related activities” as a newly defined term. In accordance with the Staff’s comment, the above-referenced
disclosure has been revised as follows:

Energy Companies also
include companies providing engineering, consulting and construction services that derive at least 50% of their revenues or profits from
energy-related activities, all of which are selected by Energy Income Partners, LLC, the Fund’s investment sub-advisor (“Energy
Income Partners” or the “Sub-Advisor”).

Comment
6 – Principal Investment Strategies

The Staff notes the
following disclosure set forth in the section entitled “Principal Investment Strategies”:

The Sub-Advisor believes
that rapid changes to the energy system driven by innovations like shale, renewable energy and battery storage as well as government policies
relating to the energy system’s emissions, safety, reliability, resilience and national security have created a wider range of and
more diversified opportunities in the energy sector than in the past.

Please clarify which
category discussed above would include battery power and shale. For example, please indicate that energy storage may include battery storage.

Response
to Comment 6

The Registrant notes
the terms “shale” and “battery storage” have been removed from the above-referenced disclosure. The disclosure
has been revised as follows:

The Sub-Advisor believes
that rapid changes to the energy system driven by innovations like oil and gas completions technologies, renewable energy and energy storage
as well as government policies relating to the energy system’s emissions, safety, reliability, resilience and national security
have created a wider range of and more diversified opportunities in the energy sector than in the past.

    -3-

Comment
7 – Principal Investment Strategies

The Staff notes the
fourth paragraph set forth in the section entitled “Principal Investment Strategies.” Please provide more detail in response
to Item 9(b)(2) of Form N-1A regarding how the Sub-Advisor determines when to sell investments.

Response
to Comment 7

In accordance with
the Staff’s comment, the following disclosure has been added to the section entitled, “Additional Information on the Fund’s
Investment Objective and Strategies”:

The Sub-Advisor may
remove securities from the portfolio when such securities, in the opinion of the Sub-Advisor, are no longer appropriate for seeking to
meet the Fund’s investment objective.

Comment
8 – Principal Investment Strategies

Please confirm whether
the options discussed in the section entitled “Principal Investment Strategies” may be exercised at any time prior to their
expiration date. If not, please revise disclosure throughout the registration statement to indicate that the buyer may exercise the options
at any time before the expiration date.

Response
to Comment 8

The Registrant confirms
the Fund invests in American-style options. The Registrant notes the disclosure, as currently presented, contemplates that the options
may be exercised at any time prior to the options’ expiration date.

Comment
9 – Principal Investment Strategies

The Staff notes that
the Fund is concentrated in the energy industry or group of industries. Please revise disclosure here and in response to Item 9(b) of
Form N-1A that the Fund is concentrated (e.g., the Fund invests more than 25% of its total assets in the energy industry). Please
also add disclosures regarding concentration risk in response to Item 4(b) and Item 9(c) of Form N-1A in the discussion of principal risks.

    -4-

Response
to Comment 9

In accordance with
the Staff’s comment, the following disclosure has been added to the prospectus:

The Fund’s investments
will be concentrated (i.e., invest more than 25% of Fund assets) in any one industry or group of industries constituting the energy sector.

Additionally, the
following disclosure has been added to the “Energy Companies Risk”:

The Fund’s investments
will be concentrated (i.e., invest more than 25% of Fund assets) in any one industry or group of industries constituting the energy sector.
A concentration makes the Fund more susceptible to any single occurrence within the energy sector and may subject the Fund to greater
market risk than a fund that is more broadly diversified.

Comment
10 – Principal Risks

The Staff notes that
the principal risks appear in alphabetical order. Please order the risks to prioritize the risks that are most likely to adversely affect
the Fund’s net asset value, yield and total return.

Response
to Comment 10

The Registrant respectfully
declines to revise the disclosure as requested by the Staff. Ultimately, the Registrant has reached the same conclusion as many other
industry participants and declines to make the requested revisions as it believes the disclosure is compliant with the requirements of
Form N-1A. The Registrant continues to evaluate its approach to the ordering of risk factors in light of recent Securities and Exchange
Commission guidance.

Comment
11 – Principal Risks

The Staff notes “Counterparty
Risk” set forth in the section entitled “Principal Risks.” Consider whether this risk is a principal risk of the Fund
since the only obligation of the counterparty is to pay the premium to purchase the options.

Response
to Comment 11

The Registrant and
the Advisor have considered the Staff’s comment and respectfully decline to make any changes. The Registrant and the Advisor believe
that the disclosure, as currently presented, is appropriate for investor comprehension due to the Fund’s investments in derivatives.

Comment
12 – Principal Risks

The Staff notes “Currency
Risk” set forth in the section entitled “Principal Risks.” Please consider disclosing that the dividends are also paid
in foreign currency.

Response
to Comment 12

Pursuant to the Staff’s
comment, the referenced disclosure has been revised accordingly.

    -5-

Comment
13 – Principal Risks

The Staff notes “Current
Market Conditions Risk” set forth in the section entitled “Principal Risks.” Please consider whether to update this
risk to reflect risks that may affect energy prices.

Response
to Comment 13

The Registrant and
the Advisor have considered the Staff’s comment and respectfully decline to make any changes. The Registrant and the Advisor believe
that the disclosure, as currently presented, is appropriate for investor comprehension and the “Energy Companies Risk” and
“Energy Infrastructure Companies Risk” adequately addresses the Staff’s comment. Additionally, the Registrant has revised
the “Energy Infrastructure Companies Risk” in response to Comment 17 below.

Comment
14 – Principal Risks

The Staff notes “Depositary
Receipts Risk” set forth in the section entitled “Principal Risks.” Please consider revising this risk factor to discuss
American Depositary Receipts (ADRs) and Global Depositary Receipts (GDRs).

Response
to Comment 14

The Registrant and
the Advisor have considered the Staff’s comment and respectfully decline to make any changes. The Registrant and the Advisor believe
that the disclosure, as currently presented, is appropriate for investor comprehension and serves as an adequate summary of depositary
receipts.

Comment
15 – Principal Risks

The Staff notes
“Distribution Tax Risk” set forth in the section entitled “Principal Risks.” Please add risk disclosure to
the effect that company distributions constituting a return of capital will not be considered the dividend yield or total return of
an investment in the Fund. Shareholders who receive the payment of a distribution consisting of a return of capital may be under the
impression that they are receiving net profits when they are not. Shareholders should not assume that the source of a distribution
of the Fund is net profit.

Response
to Comment 15

The Registrant and
the Advisor have considered the Staff’s comment and believe that the disclosure, as currently presented, is appropriate for investor
comprehension and adequately addresses the risk being presented (i.e., that distributions made by the Fund from premiums received
from the writing of call options may be recharacterized as a return of capital in the event that Fund securities are later sold in order
to satisfy such options positions).

    -6-

Comment
16 – Principal Risks

The Staff notes the
following disclosure in “Energy Companies Risk” set forth in the section entitled “Principal Risks”:

Energy companies may
also operate in, or engage in transactions involving, countries with less developed regulatory regimes or a history of expropriation,
nationalization or other adverse policies.

Please include an
emerging markets risk to the extent the Fund will be investing in the securities of energy companies operating in, or engaging in transactions
in, emerging market countries. Please revise to cover the points addressed in Accounting and Disclosure Information (ADI) 2020-11 (“Registered
Funds’ Risk Disclosure Regarding Investments in Emerging Markets”) briefly here and in more detail in response to Item 9(c)
of Form N-1A. Please also add a risk relating to China risk if the Fund will invest significantly in China.

Response
to Comment 16

The Registrant notes
the Fund does not anticipate investing in securities of energy companies operating in, or engaging in transactions in, emerging market
countries, including China. Therefore, the Registrant and the Advisor believe that the disclosure, as currently presented, is appropriate
for investor comprehension.

Comment
17 – Principal Risks

The Staff notes “Energy
Infrastructure Companies Risk” set forth in the section entitled “Principal Risks.” Please expand this risk or discuss
under a separate caption the risks that are specific to investments in renewable or alternative energy, including any specific political,
seasonality, limited resources (e.g., water) or other risks associated with those investments.

Response
to Comment 17

In accordance with
the Staff’s comment, the following disclosure has been added to the “Energy Infrastructure Companies Risk”:

Certain energy infrastructure
companies engage in renewable and alternative energy activities. These companies can be significantly affected by obsolescence of existing
technology, short product cycles, legislation resulting in more strict government regulations and enforcement policies, limited resources,
fluctuations in energy prices, including the supply of and demand for renewable and alternative energy sources, and supply and demand
of alternative energy fuels and energy conservation.

    -7-

Comment
18 – Principal Risks

The Staff notes “Utility
Companies Risk” set forth in the section entitled “Principal Risks.” Because the Fund states that it will not invest
in water utilities, please delete the reference to water in this risk or explain how it may be relevant to writing calls on industry-related
ETFs, which may include water utilities if the fund intends to invest in those ETFs.

Response
to Comment 18

The Registrant notes
the “Utility Companies Risk” provides a general description of utilities companies,