SecProbe.io

CORRESP
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filename1.htm

ANTHONY
L.G., PLLC

    laura
        aNTHONy, esq

        GEOFFREY
        ASHBURNE, ESQ*

        JOHN
        CACOMANOLIS, ESQ**

        CHAD
        FRIEND, ESQ, LLM

        SVETLANA
        ROVENSKAYA, ESQ***

        OF
        COUNSEL:

        MICHAEL
        R. GEROE, ESQ, CIPP/US****

        CRAIG
        D. LINDER, ESQ*****

        PETER
        P. LINDLEY, ESQ, CPA, MBA

        PHILIP
        MAGRI, ESQ.******

        STUART
        REED, ESQ

        MARC
        S. WOOLF, ESQ

    www.ANTHONYPLLC.com

        WWW.SECURITIESLAWBLOG.COM

        WWW.LAWCAST.COM

        DIRECT
        E-MAIL: LANTHONY@ANTHONYPLLC.COM

*
licensed in CA only

**licensed
in FL and NY

***licensed
in NY and NJ

****licensed
in FL, CA and NY

May
29, 2020

VIA
ELECTRONIC EDGAR FILING

Office
of Trade & Services

Division
of corporate Finance

Securities
and Exchange Commission

100
F. Street, N.E.

Washington,
D.C. 20549

    Re:

Masterworks
011, LLC (the “Company”)

Offering
Statement on Form 1-A

Supplemental
Response filed May 14, 2020

File
No. 024-11198

Dear
Sir or Madam:

The
following is a narrative response herein keyed to the comments of the staff of the Division of Corporation Finance (the “Staff”)
set forth in the Staff’s comment letter to Scott W. Lynn dated May 28, 2020. We trust you shall deem the contents of this
transmittal letter responsive to your comment letter.

Supplemental Response filed May 14, 2020

General

    1.
    Comment:
                                         We note your response to comment 3, but we are not persuaded by your response.
                                         The landing page of your website includes a statement soliciting investors to “Join
                                         an exclusive community of blue-chip art investors,” and “Browse paintings to
                                         invest in by the most popular blue-chip and established artists.” You also provide
                                         quotes from other investors, describing the “incredible opportunity”of investing
                                         in art. These statements do not appear to be merely describing the Masterworks platform,
                                         but soliciting investors to invest in Masterworks offerings. Therefore, please revise
                                         the landing page of your website to include the information required by Securities Act
                                         Rule 255(b)(4). Alternatively, please revise your website to remove statements that appear
                                         to suggest you are soliciting investments in your offerings.

Response:
In light of the Staff’s determination that the landing page of the website includes statements that are soliciting investment
in Masterworks offerings, including “Join an exclusive community of blue-chip art investors,” and “Browse
paintings to invest in by the most popular blue-chip and established artists,” and quotes describing the “incredible
opportunity” of investing in art, Masterworks has added the disclosures required by Securities Act Rule 255 to the landing
page of the website. Given that Masterworks has a large number of offering statements on file with the SEC, including qualified
offering statements and those awaiting SEC qualification, Masterworks has included an active hyperlink on the main landing page
to a separate website page that provides appropriate context and contains direct hyperlinks to all offering circulars currently
on file with the SEC.

 2. Comment:
                                         We note your response to comment 4, but we are not persuaded by your response. While
                                         the sponsored ads do not refer to a specific offering or series asset, these ads appear
                                         to solicit an investment through the Masterworks platform, which necessarily includes
                                         an investment in one of the Masterworks offerings. Therefore, please confirm that you
                                         will revise future sponsored advertisements to ensure compliance with Rule 255 of Regulation
                                         A.

Response:
In response to the Staff’s comment, Masterworks confirms that it will revise future sponsored advertisements
to ensure compliance with the requirements of Rule 255 of Regulation A.

If
the Staff has any further comments regarding the offering statement on Form 1-A, please feel free to contact the undersigned.

    Anthony
    L.G., PLLC

    By:

    /s/
    Laura Anthony

    Laura
    Anthony, Esq.

    cc:
    Kathrine
    Bagley/U.S. Securities and Exchange Commission

    Jennifer
        Lopez-Molina/ U.S. Securities and Exchange Commission

        Craig
        D. Linder, Esq./Anthony L.G., PLLC

    Joshua
    B. Goldstein/Masterworks 011, LLC

625
N. FLAGLER DRIVE, #600 ● WEST PALM BEACH, FLORIDA ● 33401 ● PHONE: 561-514-0936 ● FAX 561-514-0832