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    www.dechert.com

    Allison Fumai

    allison.fumai@dechert.com

    +1 212 698 3526  Direct

    +1 212 698 3599  Fax

September 25, 2024

Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549

Attention:	     Eileen
Smiley, Division of Investment Management

Re: Morgan Stanley ETF Trust (the “Trust”)

  (File Nos. 333-266913; 811-23820)

Dear Ms. Smiley:

Thank you for your comments
regarding the Trust’s registration statement on Form N-1A relating
to the addition of three new series of the Trust: Eaton Vance Strategic Income Opportunities ETF, Eaton Vance CLO Investment Grade
Income ETF and Eaton Vance High Yield Municipal Income ETF (each, a “Fund,” and collectively, the “Funds”), filed
with the Securities and Exchange Commission (the “Commission”) on July 17, 2024.

The Trust has considered your
comments and has authorized us to make the responses, changes and acknowledgements discussed below relating to the Trust’s registration
statement on its behalf. Below, we describe the changes made to the registration statement in response to the Commission staff’s
(the “Staff”) comments and provide any responses to or any supplemental explanations of such comments, as requested. These
changes are expected to be reflected in Post-Effective Amendment No. 24 (the “Amendment”) to the Trust’s registration
statement on Form N-1A, which will be filed via EDGAR on or about September 30, 2024. Capitalized terms not otherwise defined
herein have the meanings ascribed to them in the registration statement.

GENERAL COMMENTS RELATING TO EACH FUND

Comment 1.          Please
complete all empty fields, including the ticker symbol and fees and expenses table.

Response
1.	     The Trust confirms that all empty fields will be completed
in the Amendment.

Comment 2.          The
Staff notes that the comments made with respect to one section of the registration statement apply to similar disclosures throughout the
registration statement, as applicable.

Response
2.	     The Trust respectfully acknowledges the comment.

Comment 3.         With
respect to each Fund, in the section of the Prospectus entitled “Details of the Fund,” please revise the disclosure to explain
the ESG criteria that could be pertinent to the Adviser’s evaluation of creditworthiness.

Response
3.	     The Trust respectfully acknowledges the comment but believes
that the current disclosure is appropriate and consistent with the requirements set forth in Form N-1A. Accordingly, the Trust respectfully
declines to implement any changes in response to this comment.

Comment 4.          Please
inform the Staff as to what appropriate broad-based securities market index each Fund intends to use for Form N-1A regulatory purposes.

Response
4.	     The Funds expect to use the following indices for Form N-1A
regulatory purposes:

    Fund
    Expected Appropriate Broad-Based

Securities Market Index

    Eaton Vance Strategic Income Opportunities ETF
    Bloomberg U.S. Aggregate Bond Index

    Eaton Vance CLO Investment Grade Income ETF
    Bloomberg U.S. Universal Index

    Eaton Vance High Yield Municipal Income ETF
    ICE US Broad Municipal Index

Comment 5.         Please
confirm that each Fund will include an “Acquired Fund Fees and Expenses” line item in its fee and expense table if such Fund’s
acquired fund fees and expenses are anticipated to exceed 0.01% (one basis point) of average net assets of the Fund.

Response
5.	     The Trust so confirms.

Comment 6.
         Please supplementally confirm whether any of the Funds intend to invest in private investment companies which rely upon exemptions
provided by Sections 3(c)(1) or 3(c)(7) of the Investment Company Act of 1940, as amended (the “1940 Act”),
and, if so, please provide the estimated amount of such Fund’s assets that may be invested in private investment
companies.

Response
6.	     The Trust confirms that Eaton Vance CLO Investment
Grade Income ETF and Eaton Vance Strategic Income Opportunities ETF will invest in structured finance vehicles, such as collateralized
loan and debt obligations. The Trust also confirms that none of the Funds currently intend to invest in private investment companies
(i.e., hedge funds and private equity funds).

Comment 7.          In
the section of the Prospectus entitled “Additional Information About Fund Investment Strategies and Related Risks,” to the
extent that a risk only applies to a certain Fund, please specify the Fund to which the risk applies (e.g., the “Derivatives”
risk appears to include disclosure regarding types of derivatives that are not disclosed in the principal investment strategies of the
Eaton Vance CLO Investment Grade Income ETF).

Response
7.	     The Trust respectfully acknowledges the comment but
believes the existing disclosure to be appropriate and consistent with the requirements set forth in Form N-1A.

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Eaton Vance Strategic
Income Opportunities ETF

Comment 8.          The
Staff notes that a fund is required to specify how it intends to achieve its investment objectives by identifying the fund’s principal
investment strategies in its prospectus (see Items 4 and 9 of Form N-1A). Accordingly, please revise the disclosure to
remove terms and phrases that suggest that the Fund’s description of its principal investment strategies and risks is incomplete.
For example, the Staff notes that the third sentence in the first paragraph of the section of the Prospectus entitled “Fund Summaries
 – Eaton Vance Strategic Income Opportunities ETF – Principal Investment Strategies,” states that “[t]he Fund seeks
investment in, but not limited to, foreign and domestic securities and other instruments…” (emphasis added). Please
revise the disclosure to remove the phrase “but not limited to” and please confirm that the Prospectus discloses all of the
Fund’s expected principal investment strategies and the associated risks.

Response
8.	     The Trust so confirms. The Trust confirms that the
referenced disclosure will be removed in the Amendment.

Comment 9.         The
Staff notes that the section of the Prospectus entitled “Fund Summaries – Eaton Vance Strategic Income Opportunities ETF –
Principal Risks – Foreign and Emerging Market Securities” includes reference to emerging market securities. Please revise
the disclosure included in the section of the Prospectus entitled “Fund Summaries – Eaton Vance Strategic Income Opportunities
ETF – Principal Investment Strategies” to include corresponding reference to investments in emerging market securities.

Response
9.	     The Trust respectfully acknowledges the comment; however,
it believes that the existing disclosure appropriately discloses the Fund’s expected investment in emerging market securities.
The Trust notes that the third sentence in the first paragraph of the section of the Prospectus entitled “Fund Summaries –
Eaton Vance Strategic Income Opportunities ETF – Principal Investment Strategies” states that “[t]he Fund seeks
investment in, but not limited to, foreign and domestic securities and other instruments, mortgage-backed securities (“MBS”) and
asset-backed securities, commercial mortgage-backed securities, collateralized loan obligations, collateralized mortgage obligations,
stripped MBS securities, preferred and convertible securities, bank instruments, high yield corporate debt, loans, other fixed-income
securities, sovereign nations including emerging markets and so-called frontier markets (such as currencies, interest rates and
debt instruments issued or guaranteed by sovereign entities (including U.S. Treasuries)), inflation and credit-linked debt securities,
municipal investments.” (emphasis added.) Accordingly, the Trust respectfully declines to implement any changes in response to
this comment.

Comment 10.       The
section of the Prospectus entitled “Fund Summaries – Eaton Vance Strategic Income Opportunities ETF – Principal Investment
Strategies” states that “[t]he Fund may have significant investment in a geographic region or country.” Please explain
in the disclosure how the Fund defines “significant investment” for such purposes. If the Fund anticipates having a significant
investment in a particular country or geographic region initially or in the future, please consider adding disclosure to that effect.

Response
10.	     The Trust generally does not define “significant
investment” for such purposes with any specified percentage but rather the extent of such allocations and the associated disclosures
are generally periodically reviewed based on the overall facts and circumstances.  The Trust confirms that currently the Fund does
not expect to initially have a “significant investment” in a particular geographic region or country but confirms that such
investments and the associated disclosures are periodically assessed and, to the extent the Fund does have a “significant investment”
in a particular geographic region or country in the future based on the description above, the Trust will consider whether any disclosure
enhancements would be appropriate based on its assessment.

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Comment 11.        The
Staff notes that the Fund’s name includes reference to “income” whereas the Fund’s investment objective does not
include reference to generating income. Please confirm that, for purposes of the Fund’s investment objective, the Fund defines “total
return” to include generating income or otherwise clarify what is meant by “income” in the Fund’s name.

Response
11.	     The Trust so confirms.

Comment 12.       The
section of the Prospectus entitled “Fund Summaries – Eaton Vance Strategic Income Opportunities ETF – Principal Investment
Strategies” states that “[t]he Fund may engage in repurchase agreements, reverse repurchase agreements, forward commitments
and short sales.” (emphasis added.) Please confirm whether investment in short sales is expected to be a principal investment
strategy of the Fund, and if so, please include appropriate disclosure in the section of the Prospectus entitled “Fund Summaries
 – Eaton Vance Strategic Income Opportunities ETF – Principal Risks.”

Response
12.	     The Trust confirms that investment in short sales
is expected to be a principal investment strategy of the Fund. Accordingly, principal risk disclosure regarding short sales will be included
in the Amendment.

Comment 13.       The
section of the Prospectus entitled “Fund Summaries – Eaton Vance Strategic Income Opportunities ETF – Principal Investment
Strategies” states that “[t]he Adviser considers the relative risk/return characteristics of prospective investments
(whether securities, currencies, derivatives or other instruments) in determining the most efficient means for achieving desired
exposures.” Please revise the disclosure to identify the specific risk return/characteristics that the Adviser generally expects
to consider in making such determinations.

Response
13.	     The referenced disclosure will be revised in the Amendment
as follows (additions denoted in bold and underline):

The Adviser considers the relative risk/return characteristics
of prospective investments (whether securities, currencies, derivatives or other instruments) in determining the most efficient means
for achieving desired exposures. Risk/return characteristics may include a combination of fundamentals (i.e., credit quality,
growth dynamics and central bank policies), valuations (i.e., credit spreads, interest rates and currency exchange rates) and technicals
(i.e., investor flows, capital flows and liquidity).

    4

Comment 14.       The
Staff notes that the section of the Prospectus entitled “Fund Summaries – Eaton Vance Strategic Income Opportunities ETF –
Principal Risks” includes risk disclosure relating to investment in derivatives but that the section of the Prospectus entitled
 “Fund Summaries – Eaton Vance Strategic Income Opportunities ETF – Principal Investment Strategies” does not reference
investment in derivatives. Please confirm whether investment in derivatives is expected to be a principal investment strategy of the Fund,
and if so, please revise the disclosure in the section of the Prospectus entitled “Fund Summaries – Eaton Vance Strategic
Income Opportunities ETF – Principal Investment Strategies” accordingly.

Response
14.	     The Trust confirms that investment in derivatives is
expected to be a principal investment strategy of the Fund. The referenced disclosure will be revised in the Amendment as follows
(additions denoted in bold and underline):

The Fund may invest in
derivatives, including futures, foreign currency forward exchange contracts, interest rate swaps, credit default swaps and options,
and engage in repurchase agreements, reverse repurchase agreements, forward commitments and short sales.

Eaton Vance CLO
Investment Grade Income ETF

Comment 15.        Please
revise the disclosure in the section of the Prospectus entitled “Fund Summaries – Eaton Vance CLO Investment Grade Income
ETF – Principal Investment Strategies” to state that the Fund is “is non-diversified.”

Response 15.	    The
Trust respectfully acknowledges the comment but believes the existing disclosure to be appropriate and consistent with the requirements
set forth in Form N-1A. Accordingly, the Trust respectfully declines to implement any changes in response to this comment.

Comment 16.       Please
add disclosure to an appropriate section of the registration statement to explain whether the Fund looks through investment companies’
underlying holdings and includes derivatives for purposes of the Fund’s 80% investment policy.

Response
16.	     The Trust expects that the Fund generally will not
look through investment companies’ underlying holdings for purposes of the Fund’s 80% investment policy. The Trust respectfully
notes that the section of the Prospectus entitled “Fund Summaries – Eaton Vance CLO Investment Grade Income ETF – Principal
Investment Strategies” states that “[d]erivative instruments used by the Fund will be counted toward the Fund’s
80% policy discussed above to the extent they have economic characteristics similar to the securities included within that policy.”

    5

In addition, consistent with guidance
included in the adopting release for the recent amendments to Rule 35d-1 under the 1940 Act, the Trust notes that the Fund may include
the entire value of its investment in an appropriate investment company when calculating the Fund’s compliance with its 80% investment
requirement without looking through to such investment company’s underlying investments. Investment Company Names, Release No. IC-3500
(September 20, 2023) at 49. Applicable disclosure will be considered for inclusion in the Statement of Additional Information of a future filing.

Comment
17.       Please revise the disclosure in the section of the Prospectus entitled “Fund
Summaries – Eaton Vance CLO Investment Grade Income ETF – Principal Investment Strategies” to include a brief
description of covenant lite loans.

Response
17.	     The Trust respectfully acknowledges the comment; however,
it believes that the section of the Prospectus entitled “Fund Summaries – Eaton Vance CLO Investment Grade Income ETF –
Principal Investment Strategies” includes an appropriate description of covenant lite loans. The Trust notes that the section of
the Prospectus entitled “Fund Summaries – Eaton Vance CLO Investment Grade Income ETF – Principal Investment Strategies”
states that “[f]or purposes of the Fund’s investment policies, CLOs are trusts that are typically collateralized by
a pool of loans, which may include, among others, domestic and foreign senior secured loans, senior unsecured loans and subordinate
corporate loans, including loans that may be rated below investment grade or equivalent unrated loans, and including ‘cove