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CORRESP
1
filename1.htm

April
9, 2025

VIA
ELECTRONIC EDGAR FILING

Office
of Trade & Services

Division
of Corporation Finance

Securities
and Exchange Commission

100
F. Street, N.E.

Washington,
D.C. 20549

    Re:
    Masterworks
                                            Vault 2, LLC

    Post-Qualification
    Amendment No. 14 to Offering Statement on Form 1-A

    Filed
    March 12, 2025

    File
    No. 024-12271

Dear
Sir or Madam:

We
have electronically filed herewith on behalf of Masterworks Vault 2, LLC (the “Company”) Post-Qualification Amendment No.
15 (“Post-Qualification Amendment No. 15”) to the above-referenced offering statement on Form 1-A originally filed on June
2, 2023, as amended (together, the “Form 1-A”). Post-Qualification Amendment No. 15 is marked with < R > tags to show
changes made from the Form 1-A filing. In addition, we have included a narrative response keyed to the comment of the staff of the Division
of Corporation Finance (the “Staff”) set forth in the Staff’s comment letter to Joshua Goldstein dated March 24,
2025. We trust you shall deem the contents of this transmittal letter responsive to your comment letter.

Post-Qualification
Amendment No. 14 to Offering Statement on Form 1-A

Risk
Factors

Risks
Associated with an Investment in the Artwork

Calculation
of the Masterworks Artist Market Index involves a degree of subjectivity..., page 16

    1.
    Comment:
                                            We note your amended disclosure in response to prior comment 1. Please expand your disclosure
                                            regarding the categorization of artwork by “perceived quality” to clarify what
                                            factors comprise the quality score, and whether such qualities reflect objective features
                                            of the artwork or subjective assessments of the value of the artwork. If the latter, please
                                            address the potential risks associated with the subjective assessment of “artwork quality”
                                            by Masterworks employees or agents, including potential conflicts of interest.

    Response:
    The quality score that an artwork is given is based on the characteristics of such artwork, such as image quality,
    subject matter, color, size, creation year, and auction history, among other factors. These elements of the artwork are objective
    in nature, but how these factors impact the overall ranking of the artwork’s value is subjective. The Company has added disclosure
    to address the Staff’s comment on page 16 of Post Qualification Amendment No. 15.

General

    2.
    Comment:
                                            We note your response to
                                            prior comment 2 regarding the use of artificial intelligence by the Masterworks internal
                                            research team. Please clarify how the machine learning you use differs from simple algorithmic
                                            code that automates the Masterworks internal research team’s processes. In addition,
                                            clarify whether the artificial intelligence is a third-party product or an internally developed
                                            artificial intelligence process. Additionally, please include an appropriate risk factor
                                            addressing the material risks to your business, operations, and financial condition in connection
                                            with the use and development, if applicable, of artificial intelligence in such research
                                            processes.

    Response:
    A simple algorithmic code replicates a given process following rules. However, a machine learning algorithm, such as the one
    used by Masterworks, recognizes the patterns present in underlying data (i.e. the training dataset manually labelled with quality
    scores by Masterworks art market experts) then applies the same patterns to an unseen dataset (i.e. records that have not
    been manually scored for quality). The machine learning algorithm used for the Masterworks Artist Market Index, which was
    developed internally by Masterworks, attempts to replicate the process of how art market experts assign quality scores through its
    own understanding of the rules based on analysis of the manual work done by actual art market experts. In addition, the Company has
    added a risk factor on page 21 of Post Qualification Amendment No. 15 that addresses the material risks related to Masterworks’
    use and development of artificial intelligence.

If
the Staff has any further comments regarding the offering statement on Form 1-A, or any subsequent amendments to the Company’s
offering statement on Form 1-A, please feel free to contact the undersigned.

    MASTERWORKS
                                            VAULT 2, LLC

    By:

    /s/
    Joshua B. Goldstein

    Joshua
    B. Goldstein

    General
    Counsel and Secretary

    cc:
    Dietrich
    King/U.S. Securities and Exchange Commission

    Alyssa
    Wall/U.S. Securities and Exchange Commission