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Drinker Biddle & Reath LLP

One Logan Square, Suite 2000

Philadelphia, PA 19103-6996

(215) 988-2700 (Phone)

(215) 988-2757 (Fax)

www.drinkerbiddle.com

January 15, 2020

VIA EDGAR

Ms. Allison White

Division of Investment Management

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C.  20549-4720

    Re:
    FS Series Trust

    File Nos. 333-214851 and 811-23216

Dear Ms. White:

On behalf of FS Series
Trust (the “Registrant” or the “Trust”), set forth below are the Registrant’s responses
to the comments provided by the staff of the Division of Investment Management (the “Staff”) of the Securities
and Exchange Commission (“Commission”) telephonically on December 16, 2019, regarding Post-Effective Amendment
No. 10 to the Trust’s registration statement under the Securities Act of 1933, as amended (the “1933 Act”)
and Amendment No. 13 under the Investment Company Act of 1940, as amended (the “Registration Statement”) and
the prospectus (“Prospectus”) and statement of additional information (“Statement of Additional Information”)
included therein. The Registration Statement was filed pursuant to Rule (a)(2) of Rule 485 under the 1933 Act to register shares
of a new series of the Trust, the FS Energy Total Return Fund (the “Fund”). The Fund is being registered as
a “shell” portfolio of the Trust in connection with the pending reorganization (the “Reorganization”) of
the FS Energy Total Return Fund (Registration No. 333-214232) (the “Interval Fund”) into the Fund, which is
expected to occur in March of 2020. For your convenience, each of the Staff’s comments is numbered and presented in bold,
italicized text below, and each comment is followed by the Registrant’s response. All page references are to page numbers
in the Registration Statement. All capitalized terms used but not defined herein have the meaning given to them in the Registration
Statement.

Also described below are the changes that
the Registrant will make in response to the Staff’s comments in a Post-Effective Amendment to the Registration Statement,
expected to be filed by the Registrant on or about January 24, 2020 (the “Revised Registration Statement”).

GENERAL

 1) Assuming that the proposed Reorganization is approved, please explain supplementally how
the Fund will comply with the liquidity requirements that apply to open-end funds under the Investment Company Act of 1940, as
amended (the “1940 Act”). In your explanation, please discuss whether any investments that the Fund considers liquid
were previously characterized as illiquid, restricted, or classified as a Level 3 asset. If so, please identify those investments
and provide the basis for the re-characterization. In addition, please confirm supplementally that the Fund has completed (or will
complete) a liquidity risk assessment consistent with rule 22e-4. Also, will the Fund need to change its portfolio to come into
compliance with rule 22e-4? If yes, in what ways?

The Registrant confirms that
the Fund will comply with rule 22e-4 under the 1940 Act in accordance with the Trust’s liquidity risk management
program (“LRMP”). In preparing for the Interval Fund’s Reorganization and conversion to a mutual fund, FS
Energy Advisor, LLC (the “Adviser”) analyzed the Interval Fund’s current portfolio to determine how each
investment held in the portfolio would be characterized for purposes of rule 22e-4. The Adviser has determined that, as of
January 10, 2020, approximately 92% of the Interval Fund’s investments would be characterized as “Highly
Liquid” and the remaining 8% would be characterized as “Less Liquid.” None of the Highly Liquid investments
had previously been characterized as illiquid or restricted, and none were previously characterized as a Level 3 asset (as
that term is defined in Accounting Standards Codification Topic 820, Fair Value Measurements
and Disclosure, issued by the Financial Accounting Standards Board).

Ms. White

January 15, 2020

Page 2 of 8

In addition, the Interval Fund has
completed a preliminary liquidity risk assessment consistent with the requirements of rule 22e-4 and will conduct an
additional liquidity risk assessment within a reasonable period of time prior to the closing date of the Reorganization. The
Adviser has concluded that the Interval Fund will not need to change its current portfolio in order to comply with rule
22e-4.

 2) Please confirm in correspondence that shares of the Fund will not be sold under the Registration
Statement until after the Reorganization has been consummated.

Pursuant to
the Agreement and Plan of Reorganization (the “Plan of Reorganization”) by and between the Trust and the Interval Fund,
prior to the closing date of the Reorganization, the Fund will issue one share to the Adviser in consideration for the payment
of $10.00 so that the Adviser, as the Fund’s sole initial shareholder, may approve, among other things, the investment advisory
agreement between the Trust, on behalf of the Fund, and the Adviser. Immediately prior to, or contemporaneously with, the consummation
of the Reorganization, the share of the Fund acquired by the Adviser will be redeemed for $10.00.

Other than
as noted above, the Registrant confirms that shares of the Fund will not be sold under the Registration Statement until after the
Reorganization has been consummated.

 3) Please update the EDGAR series and class IDs with ticker symbols, once available.

The Registrant
confirms that the EDGAR series and class IDs will be updated with the Fund’s ticker symbols.

SUMMARY
PROSPECTUS

 4) Please provide the completed fee table and expense examples for review
by the Staff prior to the effective date of the Registration Statement.

The completed
fee table and expense examples are as follows:

Shareholder Fees

(fees paid directly from your investment)

    Class I
    Class A

    Maximum Sales Charge (Load) imposed on purchases (as % of offering price)
    None
      5.75 %

    Maximum Deferred Sales Charge (Load)
    None
      None

Annual Fund Operating Expenses

(expenses that you pay each year as a percentage of the value of your investment)

    Class I
    Class A

    Management Fees
      1.00 %
      1.00 %

    Distribution and/or Service (12b-1) Fees
      0.00 %
      0.25 %

    Other Expenses(1)
      1.35 %
      1.35 %

    Total Annual Fund Operating Expenses
      2.35 %
      2.60 %

    Expense Reductions(2)
      1.10 %
      1.10 %

    Total Annual Fund Operating Expenses after Expense Reductions
      1.25 %
      1.50 %

Ms. White

January 15, 2020

Page 3 of 8

    (1)
    FS Energy Total Return Fund previously operated as a closed-end interval fund (the “Predecessor Fund”) and was reorganized into the Fund following the close of business on [      ], 2020. Other expenses are based on estimated amounts for the current fiscal year.

    (2)
    FS Energy Advisor, LLC (“FS” or the “Adviser”) has entered into an Expense Limitation Agreement with the Fund under which it has agreed to waive or reduce its fees and to assume other expenses of the Fund, if necessary, in an amount that limits “Total Annual Fund Operating Expenses” (exclusive of management fees, distribution or servicing fees, interest, taxes, brokerage fees and commissions, dividends and interest paid on short positions, acquired fund fees and expenses and extraordinary expenses (as determined in the sole discretion of the Adviser)) to not more than 0.25% of the average daily net assets for the Fund until at least the date that is one year from the effective date of the Fund’s prospectus. The Fund may terminate the Expense Limitation Agreement at any time. The Expense Limitation Agreement permits the Adviser to recoup waived or reimbursed amounts within the three-year period from the date of the waiver after the Adviser bears the expense, provided total expenses, including such recoupment, do not exceed the annual expense limit in effect at the time of such waiver and reimbursement or recoupment.  The Adviser may recoup amounts previously waived for the Predecessor Fund prior to the reorganization subject to the above- referenced limitations.

Example:

This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses are equal to Total Annual Fund Operating Expenses After Expense Reductions in the first year and Total Annual Fund Operating Expenses thereafter. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

    If shares are redeemed

    1 Year
    3 Years
    5 Years
    10 years

    Class A
    $ 719
    $ 1,022
    $ 1,346
    $ 2,263

    Class I
    $ 127
    $ 397
    $ 686
    $ 1,511

 5) Given that the Fund will invest in master limited partnerships as part of its principal investment
strategies, please add line items to the fee table for “current income expense” and “deferred income expense.”

The Registrant
confirms that any current or deferred income expenses related to the Fund’s investments in master limited partnerships will
be included within the “Other Expenses” line item to the fee table, as permitted by Form N-1A.

 6) Please clarify in the Prospectus whether the recoupment provision described in footnote (3)
to the fee table applies to amounts waived prior to the Reorganization.

Footnote (2)
to the fee table (previously footnote (3) in Post-Effective Amendment No. 10 to the Trust’s Registration Statement) has been
updated in the Revised Registration Statement to clarify that the recoupment provision applies to amounts waived prior to the Reorganization.
Please see the response to Comment 4 above.

Ms. White

January 15, 2020

Page 4 of 8

 7) Please remove footnote (4) to the fee table, as it is neither permitted nor required by Form
N-1A.

The requested
change has been made in the Revised Registration Statement.

 8) The “Principal Investment Strategies” section states that, “Natural Resource/Infrastructure
Companies include power, as well as renewable energy sources, including the related components and infrastructure needed to bring
power and renewable energy sources to market.” Please clarify what is meant by the term “related components.”

The following
disclosure has been added to the Revised Registration Statement:

“Related
components refers to the broader energy ecosystem associated with the production and manufacturing of power and renewable energy,
including, but not limited to, solar panels, transmission and distribution lines and batteries.”

 9) Please disclose whether the Fund will focus on securities of companies with any particular
market capitalization.

The following
disclosure has been added to the Revised Registration Statement:

“The
Fund may invest in securities within a broad market capitalization range. The Fund will generally invest in securities with market
capitalization of over $1 billion.”

 10) Please disclose whether the Fund has any parameters with respect to the duration of debt
securities in which it will invest.

The Fund will
acquire debt securities based on a number of factors to capture current return and potential upside for resale. The Fund considers
instruments spanning from those with near-term maturities to instruments without maturities, or perpetual instruments. Duration
is one consideration in the assessment of each security. Accordingly, the Fund respectfully believes that the disclosure is sufficient.

 11) Please advise how derivatives will be valued for purposes of the Fund’s 80% investment
policy.

The Registrant
confirms, that for purposes of the 80% test, derivatives will be valued at market, and not notional, value.

 12) The second paragraph of the “Principal Investment Strategies” section references
 “other collective investment vehicles.” Please clarify what is meant by “other collective investment vehicles.”

The relevant
disclosure has been revised to remove references to “other collective investment vehicles” in the Revised Registration
Statement.

 13) Since the Fund will invest in exchange-traded funds (“ETFs”), please consider
whether a line item is necessary in the fee table for acquired fund fees and expenses.

The Registrant
confirms that acquired fund fees and expenses are not expected to exceed one basis point throughout the Fund’s first year
of operations. The Registrant confirms that it will add the disclosure if needed in the future.

 14) The “Principal
                                         Investment Strategies” section states that, “The Fund may also invest in
                                         securities of U.S. and non-U.S. issuers that are holding companies or similar investment
                                         vehicles that indirectly own, hold or control securities of Natural Resource/Infrastructure
                                         Companies but which themselves are not Natural Resource/Infrastructure Companies.”
                                         Please clarify what is meant by “similar investment vehicles.”

The relevant disclosure has been revised
to remove references to “similar investment vehicles” in the Revised Registration Statement.

Ms. White

January 15, 2020

Page 5 of 8

 15) Please disclose in the Prospectus how the Fund will define emerging markets.

The following
disclosure has been added to the Prospectus:

“The
Fund considers emerging markets to be those markets in any country other than Canada, Luxembourg, the U.S. and the countries comprising
the MSCI EAFE Index (currently, Australia, Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy,
Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland and the United Kingdom).”

 16) Please move the paragraph on page 3 regarding temporary defensive positions to the Item 9
disclosure in the Prospectus. See Instruction 6 to Item 9(b)(i) of Form N-1A.

The requested
change has been made in the Revised Registration Statement.

 17) The “Principal Investment Strategies” section states that, “The Fund may
lend securities with a value up to 33 1/3% of its total assets (including such loans) to financial institutions, including broker-dealers
and banks that the Adviser or Magnetar deems creditworthy.” Given that securities lending will not be a principal strategy
of the Fund, please remove this disclosure from this section and from page 14.

The disclosure
referenced above has been moved to the “Additional Investment Strategies” section in the Revised Registration Statement.

 18) Please remove the last paragraph on page 3, as the disclosure should not be included in the
summary section.

The requested
change has been made in the Revised Registration Statement.

 19) “Commodities Risk” is included as a principal risk of the Fund, but there is
not disclosure within the “Principal Investment Strategies” section that states that the Fund will invest in commodities.
If the Fund will invest in commodities, please state so in the “Principal Investment Strategies” section and explain
how the Fund will invest in commodities. For example, explain whether the Fund will have a Cayman subsidiary. This risk factor
also discusses metals, precious metals, livestock and agriculture. If the Fund will have exposure to metals, livestock and agriculture,
please discuss as part of the “Principal Investment Strategies” section.

The Registrant
confirms that “Commodities Risk” is a principal risk of the Fund, and disclosure regarding investments in commodities
has been added to the “Principal Investment Strategies” section of the Revised Registration Statement. The Fund does
not intend to focus o