SecProbe.io

Mail Stop 3233
January 31, 2017

Via E -mail
William Rhind
CEO, Founder
GraniteShares LLC
30 Vesey Street
New York, NY 10007

Re: GraniteShares Gold Trust
Draft Registration Statement on Form S -1
Submitted January 4, 2017
  CIK No. 0001690437

Dear Mr. Rhind :

We have reviewed your draft registration statement  and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.

Please respond to this letter by providing the  requested information and either submitting
an amended draft registration statement or  publicly  filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing the information you provide in response to these  comments  and your
amended draft registration statement or filed registration statement,  we may have  additional
comments.

General

1. Please supplementally provide us with copies of all written communications, as defined
in Rule 405 under the Securities Act, that you, or anyone authorized to do so on your
behalf, present to potential investors in reliance on Section 5(d) of the Securitie s Act,
whether or not they retain copies of the communications.

2. Please provide us with copies of any graphics, maps, photographs, and related captions or
other artwork including logos that you intend to use in the prospectus.  Such graphics and
pictorial  representations should not be included in any preliminary prospectus distributed
to prospective investors prior to our review.

3. To the extent you intend to use a fact sheet, please provide us with a copy for our review.

William Rhind
GraniteShares Gold Trust
January 31, 2017
Page 2

 4. We note your disclosure on page 33 that the Initial Purchaser will not act as an
Authorized Participant with respect to the initial Baskets, and its activities with respect to
the initial baskets will be distinct from those of an Authorized Participant.  Please revise
to clarify how its act ivities with respect to the initial Baskets will be distinct from those
of an Authorized Participant.  Tell us if the Initial Purchaser is a registered broker -dealer
or affiliated with the Sponsor.  Please also clarify whether the Initial Purchaser is a
statutory underwriter and whether the Initial Purchaser may act as an Authorized
Participant to create baskets in the future.

5. Please provide the information required by Item 401 of Regulation S -K for persons of the
Sponsor who will perform policy making fun ctions for the Trust that are typically
performed by the executive officers or advise.  Please see Rule 405 of Regulation C.

Prospectus Cover Page

6. We note your disclosure that the NAV per share is calculated using the current price of
the Trust’s total a ssets.  Please revise your disclosure on the prospectus cover page to
specify that the price will be based on the LBMA Gold Price PM.

7. Please revise your disclosure on the prospectus cover page to identify the Initial
Purchaser.

Exhibits

8. Please file all required exhibits as promptly as possible. If you are not in a position to file
your legal and tax opinions in the next amendment, please provide a draft copy for us to
review.

You may contact Peter McPhun, Staff Accountant , at (202) 551 -3581  or Wilson Lee,
Senior Staff Accountant,  at (202) 551 -3468  if you have questions regarding comments on the
financial statements and related matters.  Please contact Rahul K. Patel, Staff Attorney , at (202)
551-3799  or me at (202) 551 -3233  with any other questions.

Sincerely,

 /s/ Tom Kluck

Tom Kluck
Legal Branch Chief
Office of Real Estate and
Commodities

cc: Thomas W. Conner, Esq.