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        4200 Republic Plaza

        370 Seventeenth Street

        Denver

        Colorado 80202-5638

        Telephone: 303.592.1500

        Facsimile: 303.592.1510

        www.mofo.com

        morrison foerster llp

        beijing, berlin, boston,

brussels, denver, hong kong,

london, los angeles, new york,

northern virginia, palo alto,

san diego, san francisco, shanghai,

singapore, tokyo, washington, d.c.

July 2, 2020

By Edgar Transmission

U.S. Securities and Exchange Commission

Division of Investment Management

100 F Street, N.E.

Washington, D.C. 20549

    Attention:
    Sonny Oh

    Re:
    Arca U.S. Treasury Fund

    Pre-effective Amendment No. 2 on Form N-2 File No. 333-236320

    Pre-effective Amendment No. 8 on Form N-2 File No 811-23392

Dear Mr. Oh:

On behalf of Arca U.S. Treasury Fund (the
“Registrant”), we submit this response to comments received via telephone from the staff (the “Staff”)
of the U.S. Securities and Exchange Commission (the “Commission”) on July 1, 2020. The Staff’s comments
related to the above-referenced Pre-Effective Amendment to the Fund’s Registration Statement on Form N-2 filed with the Commission
on June 25, 2020 (the “Amendment”).

A summary of the Staff’s comments,
along with the Registrant’s responses, is set forth below. The responses will be reflected in the definitive version
of the Registrant’s prospectus and statement of additional information to be filed with the Commission.

Where changes made in response to a comment
relate to disclosure found in more than one place in the Registration Statement, conforming changes have been made throughout the
document.

REPRESENTATION

 1. In the Staff’s view, certain of the features outlined in the section entitled “Potential Future Fund Attributes”
may require additional input from the Staff or the Commission. The Staff therefore requests that the Registrant undertake to reengage
with the Staff prior to implementing any of the features and structural changes disclosed in the section entitled “Potential
Future Fund Attributes.”

Response: The Registrant hereby represents
that, prior to implementing any of the features disclosed in the section entitled “Potential Future Fund Attributes,”
it will notify the Staff of its intent to implement such feature(s) and will engage with the Staff and/or the Commission to address
any regulatory issues identified in connection with such implementation.

U.S. Securities and Exchange Commission

July 2, 2020

Page Two

PROSPECTUS SUMMARY

 2. In the third paragraph under the heading “Investment Adviser and Fees,” the term “Fund Services Agreement”
is used. It is not described or defined elsewhere. Please define the term.

Response: The Registrant has revised its disclosure
to address the Staff’s comment.

 3. In the second paragraph under the heading “Repurchases of Shares,” please consider adding that the Registrant may
accept by lot repurchase requests for all, none or at least a minimum amount shares repurchased, consistent with disclosure on
page 52 of the prospectus.

Response: The Registrant has revised its disclosure
to address the Staff’s comment.

 4. In the fourth paragraph under the heading “Risks of Digital Securities – The Fees and Risks Related to Use of the
Ethereum Blockchain,” please remove the following phrase from the third sentence: “add the U.S. dollar equivalent of
the ether required to pay for the gas to the transaction amount.”

Response: The Registrant has revised its disclosure
to address the Staff’s comment.

 5. The Staff notes that, as discussed in response to comment number 19 in the Registrant’s response letter dated June 25,
2020, the Registrant removed “Repurchase Agreement Risk” and “Portfolio Turnover Risk” from the Prospectus
Summary but retained such risks in the body of the prospectus. The Staff suggests that each risk in the prospectus must be reflected
in the Prospectus Summary.

Response: The Registrant respectfully disagrees.
Item 8.3.a. of Form N-2 requires a registrant to discuss the principal risk factors associated with an investment in the registrant
“as well as those factors generally associated with investment in a company with investment objectives, investment policies,
capital structure or trading markets similar to” those of the registrant. This does not suggest that the principal risk factors
should include “factors generally associated with” investment in a similar company, but rather that these disclosure
items may be separate. Moreover, Item 8.4. of Form N-2 requests that the registrant briefly discuss the types of investments that
will be made by a registrant, other than principal investments, “and any policies or practices relating to those investments.”
The Registrant submits that these two instructions to Form N-2 suggest that there may be a difference between the discussion of
the principal investments to be made by a fund (and related principal risks) and those investments, risks, policies and practices
that are not principal investments or risks of the fund. The Registrant does not believe that either repurchase agreement risk
or portfolio turnover risk are principal risks of an investment in the fund, and therefore to include these risks in the list of
principal risks could be misleading and could detract an investor from disclosure related to more significant risks of the investment.
Nonetheless, under certain circumstances, an investment in the fund could be subject to either of these risks, and thus the disclosure
should be included in the disclosure occurring later in the prospectus.

U.S. Securities and Exchange Commission

July 2, 2020

Page Three

PROSPECTUS

 6. In the paragraph headed “Investment Objective, Policies and Strategies – Investment Strategy,” please revise
the final sentence to read “The Fund will not invest directly or indirectly in digital securities or digital assets.”

Response: The Registrant has revised its disclosure
to address the Staff’s comment.

 7. In the first numbered paragraph under the heading “Quarterly Repurchases of Shares - Repurchase Requests in Excess of
the Repurchase Offer Amount,” replace the words “not more than” with “less than.”

Response: The Registrant has revised its disclosure
to address the Staff’s comment.

 8. In the paragraph immediately prior to the table under the heading “Description of Capital Structure and Shares –
Rights Associated with Shares,” the Registrant states that the fund has “authorized and outstanding” 100,000,000
shares. Please reconcile this statement with the disclosure of “outstanding” shares in the table under the heading
“Control Persons and Principal Holders” on page 23 of the Statement of Additional Information.

Response: The Registrant has revised its disclosure
to address the Staff’s comment.

STATEMENT OF ADDITIONAL INFORMATION

 9. In the third paragraph of Note 1 to the Financial Statements, the Staff would prefer that the phrase “characterized as
digital securities” in the second sentence be changed to “characterized herein as digital securities.”

Response: The Registrant notes that the Financial
Statements have been audited by an independent registered public accounting firm, and to change the notes could require re-opening
the audit. The Registrant does not believe that the suggested change is material to a potential investor’s understanding
of the financial statements. Accordingly, the Registrant respectfully declines to make this change at this time. However, the Staff’s
comments will be reflected in future filings.

 10. In the third paragraph of Note 3 to the Financial Statements, the Staff would prefer the defined term be “Blockchain
Administration Agreement” (not “Blockchain Development Agreement”) to be consistent with the rest of the Registration
Statement.

U.S. Securities and Exchange Commission

July 2, 2020

Page Four

Response: The Registrant notes that the Financial
Statements have been audited by an independent registered public accounting firm, and to change the notes could require re-opening
the audit. The Registrant does not believe that the suggested change is material to a potential investor’s understanding
of the financial statements. Accordingly, the Registrant respectfully declines to make this change at this time. However, the Staff’s
comments will be reflected in future filings.

*****

Should you have any further questions or comments regarding
the captioned filings and/or this letter, please direct them to me at 303-592-2237 or Susan I. Gault-Brown, Esq. at 202-887-1597.

Very truly yours,

    /s/ Kelley A. Howes

    Name:     Kelley A. Howes

Enclosures

    cc:
    Philip Liu, Arca Funds

    J. Rayne Steinberg, Arca Funds

    William Kotapish, Securities and Exchange Commission

    Sumeera Younis, Securities and Exchange Commission

    Susan I. Gault-Brown, Esq., Morrison & Foerster LLP

    Richard Malinowski, Esq., Ultimus Fund Services

    Marguerite C. Bateman, Esq., Vedder Price