SecProbe.io

November 5, 2024
Charles Butler
Principal Financial Officer
CoinShares Valkyrie Bitcoin Fund
c/o CoinShares Co.
437 Madison Avenue, 28th Floor
New York, NY 10022
Re:CoinShares Valkyrie Bitcoin Fund
Post-Effective Amendment No. 5 to Registration Statement on Form S-1
Filed October 29, 2024
File No. 333-252344
Dear Charles Butler:
            We have reviewed your post-effective amendment and have the following comment.
            Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments.
Post-Effective Amendment No. 5 to Registration Statement on Form S-1
Risk Factors, page 9
1.We note the revisions you made on page 75 in response to prior comment 2. Please
revise to provide risk factor disclosure related to potential conflicts of interest
associated with the Prime Broker acting in the capacities of Prime Broker and
a Bitcoin Trading Counterparty in connection with creations and redemptions of
Baskets.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence
of action by the staff.
            Please contact David Gessert at 202-551-2326 or Sonia Bednarowski at 202-551-3666

November 5, 2024
Page 2
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Crypto Assets
cc:Morrison C. Warren, Esq.