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CORRESP Filing

Fidelity Wise Origin Bitcoin Fund
Date: July 21, 2025 · CIK: 0001852317 · Accession: 0001193125-25-161975

Regulatory Compliance Offering / Registration Process Business Model Clarity

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File numbers found in text: 333-287548

Date
July 21, 2025
Author
Morrison C. Warren
Form
CORRESP
Company
Fidelity Wise Origin Bitcoin Fund

Letter

warren@chapman.com July 21, 2025 V IA EDGAR C ORRESPONDENCE United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. Re: Fidelity Wise Origin Bitcoin Fund File No. 333-287548

Dear Mss. Bednarowski and Cheng: This letter responds to your additional comments regarding the registration statement filed on Form S-3 for the Fidelity Wise Origin Bitcoin Fund (the “Trust” ) with the Staff of the Securities and Exchange Commission (the “Staff” ) on May 23, 2025 (the “Registration Statement” ). Capitalized terms used herein, but not otherwise defined, have the meanings ascribed to them in the Registration Statement. C OMMENT 1 – G ENERAL The Staff notes your response to prior comment 1. Please revise your registration statement to disclose the identities of your current Authorized Participants and Bitcoin Trading Counterparties. R ESPONSE TO C OMMENT 1 The disclosure has been revised in accordance with the Staff’s comment. * * * * * * * *

United States Securities and Exchange Commission Division of Corporation Finance July 21, 2025 Page

Please call me at (312) 845-3484 if you have any questions or issues you would like to discuss regarding these matters.

Sincerely yours,
C HAPMAN AND C UTLER LLP

Show Raw Text
CORRESP
 1
 filename1.htm

 CORRESP

 Morrison C. Warren

 Chapman and Cutler LLP

 Partner

 320 South Canal Street, 27th Floor

 Chicago, Illinois 60606

 T 312.845.3000

 D 312.845.3484

 F 312.451.2366

 warren@chapman.com
 July 21, 2025
 V IA EDGAR C ORRESPONDENCE
 United States Securities and Exchange Commission Division of
Corporation Finance 100 F Street, N.E. Washington, D.C.
20549

 Re:

 Fidelity Wise Origin Bitcoin Fund

 File No. 333-287548

 Dear Mss. Bednarowski and Cheng:
 This letter responds to your additional comments regarding the registration statement filed on
 Form S-3 for the Fidelity Wise Origin Bitcoin Fund (the “Trust” ) with the Staff of the Securities and Exchange Commission (the “Staff” ) on May 23, 2025 (the
 “Registration Statement” ). Capitalized terms used herein, but not otherwise defined, have the meanings ascribed to them in the Registration Statement.
 C OMMENT 1 – G ENERAL
 The Staff notes your response to prior comment 1. Please revise your registration statement to disclose the identities of your current
Authorized Participants and Bitcoin Trading Counterparties. R ESPONSE TO C OMMENT 1
 The disclosure has been revised in accordance with the Staff’s comment.
 * * * * * * * *

 United States Securities and Exchange Commission
 Division of Corporation Finance July 21, 2025
 Page
 2

 Please call me at (312) 845-3484 if you have any
questions or issues you would like to discuss regarding these matters.

 Sincerely yours,

 C HAPMAN AND C UTLER LLP

 By:

 /s/ Morrison C. Warren

 Morrison C. Warren