SecProbe.io

CORRESP
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 Matthew Wolock

 +1.202.739.5322

 matthew.wolock@morganlewis.com

 VIA EDGAR

 Emily Rowland

 Division of Investment Management

 U.S. Securities and Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 August 13, 2025

 Re: The 2023 ETF Series Trust II (the "Trust" or
the "Registrant")

 File Nos. 333-274096 and 811-23895

 Dear Ms. Rowland:

 This letter responds
to Staff comments on post-effective amendment no. 5 to the Registrant's Registration Statement on Form N-1A (the "Registration
Statement"). The Registration Statement was filed on June 6, 2025 pursuant to Rule 485(a)(2) under the Securities
Act of 1933 and relates to the following four series of the Trust: GMO Horizons ETF, GMO Dynamic Allocation ETF, GMO Domestic Resilience
ETF, and GMO Ultra-Short Income ETF (each, a "Fund" and collectively, the "Funds"). Below, for your convenience,
we have restated the Staff's comments followed by the Registrant's responses to those comments, which are reflected, as applicable,
in the amendment to the Registration Statement. Capitalized terms not otherwise defined in this letter have the meaning given to them
by the Registration Statement.

 General

 1. Comment: Please respond to all comments in a letter filed as a correspondence on EDGAR and email
a courtesy copy of the letter to the Staff examiner at least five days in advance of the effective date of the Registration Statement.
The Staff notes that the Trust 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 note that where a comment is made in one section of the Prospectus,
such comment is applicable to similar disclosures appearing elsewhere in the Prospectus

 Response: The
Registrant acknowledges this comment.

 August 13, 2025

 Page 2 of 6

 Prospectus

 All Funds

 Principal Investment Strategies

 2. Comment: Each Fund, except the GMO Ultra-Short Income ETF, discloses that, at times, the Fund may
have substantial exposure to a single asset class, industry, sector, country, region, issuer, or currency and companies with similar market
capitalizations. If a Fund is expected to have substantial exposure to a particular asset class, industry, sector, country, region, issuer,
or currency, or companies with similar market capitalizations, please disclose so in the respective Fund's principal investment
strategy and provide corresponding risk disclosure.

 Response:
Except as disclosed in a Fund's investment strategy, the Funds do not expect to have substantial exposure to a particular asset
class, industry, sector, country, region, issuer, or currency, or companies with similar market capitalizations. Each Fund will pursue
its investment objective in a flexible manner such that there is no requirement for the Fund to substantially invest in a particular asset
class, industry, sector, country, region, issuer, or currency, or companies with similar market capitalizations, for any prescribed period
of time. Those exposures will change, potentially frequently, and each Fund believes it has adequately described the material risks associated
with its investment strategies and portfolio exposures.

 3. Comment: Each Fund discloses that the Fund may invest in the GMO U.S. Treasury Fund, a mutual fund
advised by GMO, in money market funds unaffiliated with GMO, and directly in the types of investments typically held by money market funds.
Please add principal investment strategy disclosure regarding the circumstances under which a Fund will invest in the GMO U.S. Treasury
Fund, money market funds or other types of investments typically held by money market funds. Please also add corresponding risk disclosure
for such investments.

 Response:
The Funds may utilize the GMO U.S. Treasury Fund and other money market funds for routine cash management purposes, and not solely for
temporary defensive purposes. Therefore, the noted disclosure has been retained in response to Item 4.

 4. Comment : Given the inclusion of the Smaller Company Risk as a principal risk of investing in each
Fund, except the GMO Ultra-Short Income ETF, consider including a risk relating to investing in large capitalization companies.

 Response:
After careful consideration of the Staff's comment, the Registrant has determined not to add risk disclosure regarding large capitalization
companies. In this regard, the Registrant notes that each Fund's "Smaller Company Risk" disclosure is framed in reference
to larger capitalization companies.

 Additional Information about the Funds'
Investment Strategies

 5. Comment: The Funds' "Name Policies" section states a Fund's investments
are "tied economically" to a country or region if, among other factors, such investments are "listed in an index described
as containing the markets in which a fund may invest." Please supplementally explain how an investment is tied economically to a
country or region if the sole criteria for such determination could be that the investment is listed in an index that contains markets
of such country or region.

 August 13, 2025

 Page 3 of 6

 Response :
Registrant has deleted the disclosure quoted above regarding a security being tied economically to a country or region if it is "listed
in an index described as containing the markets in which a fund may invest."

 GMO Horizons ETF

 Principal Investment Strategies

 6. Comment: The Fund discloses that it seeks to capture growth opportunities and mitigate related
risks by making certain investments relative to the MSCI ACWI ex-Fossil Fuels Index. Please add disclosure clarifying how the Fund will
utilize this Index in constructing its portfolio.

 Response:
The disclosure has been amended as requested.

 Principal Risks of Investing in the Fund

 7. Comment: The Fund discloses that part of its investment strategy includes "controlling for
exposure to environmental, social, and governance (ESG) risks." If ESG risks are principal risks of the Fund, please add corresponding
disclosure to the Fund's principal risks.

 Response:
The Registrant has added the following risk disclosure to the Fund summary in response to the comment:

 Focused
Investment Risk - Because the Fund obtains significant exposure to investments providing impactful climate solutions and lower
total carbon footprint (direct and indirect) than the MSCI ACWI ex-Fossil Fuels Index, the Fund will be more susceptible to events or
factors affecting these companies, and the market prices of its portfolio securities may be more volatile than those of funds that are
more diversified. The Fund is particularly exposed to such developments as changes in global and regional climates, environmental protection
regulatory actions, changes in government standards and subsidy levels, changes in taxation and other domestic and international political,
regulatory and economic developments (such as potential cutbacks on funding for the Environmental Protection Agency). Companies involved
in alternative fuels also may be adversely affected by the increased use of, or decreases in prices for, oil or other fossil fuels. In
addition, scientific developments, such as breakthroughs in the remediation of global warming, and changes in governmental policies relating
to the effects of pollution may affect investments in pollution control, which could in turn affect these companies. Such companies also
may be significantly affected by technological changes in industries focusing on energy, pollution control and mitigation of global warming.
Because society's focus on climate change issues is relatively new, the emphasis and direction of governmental policies is subject
to significant change, and rapid technological change could render even new approaches and products obsolete. Some companies involved
in climate change-related initiatives have more limited operating histories and smaller market capitalizations on average than companies
with more developed and established business models. As a result of these and other factors, the market prices of securities of some of
the companies in which the Fund may invest tend to be considerably more volatile than those of companies in more established sectors and
industries.

 August 13, 2025

 Page 4 of 6

 GMO Dynamic Allocation ETF

 Principal Investment Strategies

 8. Comment: Given the inclusion of asset-backed securities in the Fund's principal risks disclosure,
please discuss the Fund's use of asset-backed securities in the Principal Investment Strategies section.

 Response:
The Registrant has updated its disclosure in response to the comment.

 9. Comment: The Fund discloses that it may lend portfolio securities as part of its principal investment
strategies. Please add corresponding risk disclosure.

 Response:
The Registrant does not believe the Fund's securities lending activities represent a principal risk of investing in the Fund. However,
the Registrant has added the following securities lending disclosure to the "Additional Information about the Funds' Investment
Strategies" section to provide additional information regarding securities lending:

 Securities
Lending. As described in the Fund summaries and the SAI, some Funds may seek to earn additional income by lending their portfolio
securities. Securities loans are subject to termination by the Fund at any time and are required to be secured at all times by collateral
in an amount at least equal in value to the market value of the securities loaned. Daily market fluctuations could cause the value of
loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled
on the following business day. Voting rights or rights to consent with respect to loaned securities pass to the borrower. A Fund has the
right to call a loan at any time on reasonable notice to exercise voting rights associated with the loaned security and expects to do
so if both: (i) GMO receives adequate notice of a proposal on which shareholders are being asked to vote and (ii) GMO believes
that the benefits to the Fund of voting on that proposal outweigh the benefits to the Fund of having the security remain out on loan.

 Principal Risks of Investing in the Fund

 10. Comment: The Fund discloses that it may invest in fixed income investments as part of its principal
investment strategies. Given this, please add interest rate risk to the Fund's principal risks disclosure.

 Response:
The Fund's Item 4 " Market Risk – Fixed Income " expressly refers to interest rates. More extensive disclosure
regarding interest rates is included in the Fund's Item 9 " Market Risk – Fixed Income " disclosure. Registrant
believes this disclosure adequately addresses the interest rate risk associated with the Fund's fixed income investments.

 11. Comment: Certain of the Fund's principal risks include a discussion of derivatives. If the
Fund will invest in derivatives on a principal basis, please add disclosure to the Principal Investment Strategies section covering these
instruments as well as, as applicable, any corresponding risks.

 Response:
The Fund is not expected to invest in derivatives on a principal basis.

 August 13, 2025

 Page 5 of 6

 GMO Domestic Resilience ETF

 Principal Risks of Investing in the Fund

 12. Comment: Given the Fund's principal strategy to invest in underlying funds, please consider
adding a risk factor about the risk of investing in such funds. This risk should include that shareholders indirectly bear fees and expenses
charged by such investment companies in addition to the Fund's direct fees and expenses, and, as a result, the cost of investing
in the Fund may exceed the costs of investing directly in such investment companies.

 Response:
The Fund does not anticipate making material investments in other exchange-traded funds as an alternative to investing directly in equity
securities. The Registrant has deleted the corresponding disclosure from the Principal Investment Strategies section.

 GMO Ultra-Short Income ETF

 Principal Investment Strategies

 13. Comment: Please disclose any criteria regarding a security's maturity that the Fund may use
with respect to its investments in Fixed Income Securities.

 Response:
The Registrant has updated the last sentence of the initial paragraph of the Fund's Principal Investment Strategies section to include
the underlined language below regarding maturity.

 GMO normally seeks to maintain an estimated
interest rate duration of one year or less for the Fund's portfolio , though individual securities in the portfolio may have a
maturity date greater than one year .

 14. Comment: Given the inclusion of asset-backed securities in the Fund's principal risks disclosure,
please discuss the Fund's use of asset-backed securities the Principal Investment Strategies section.

 Response:
The Registrant notes that the Principal Investment Strategies section expressly contemplates Fund investments in collateralized loan obligations,
a type of asset-backed security.

 Principal Risks of Investing in the Fund

 15. Comment: Given the Fund will invest primarily in Fixed Income Securities, please add interest rate
risk to the Fund's principal risks disclosure.

 Response:
The Fund's Item 4 " Market Risk – Fixed Income " expressly refers to interest rates. More extensive disclosure
regarding interest rates is included in the Fund's Item 9 " Market Risk – Fixed Income " disclosure. Registrant
believes this disclosure adequately addresses the interest rate risk associated with the Fund's fixed income investments.

 August 13, 2025

 Page 6 of 6

 Statement of Additional Information

 Investment Restrictions

 16. Comment: In the "Investment Restrictions" section, please include an explanatory statement that each Fund will
consider the investments of investment companies in which it invests when determining compliance with its concentration policy.

 Response: The
Registrant has made the requested update.

 **********************

 We trust the foregoing is responsive to each of
the Staff's comments. Please do not hesitate to contact the undersigned at (202) 739-5322, or my colleague Chris Menconi at (202)
373-6173 if you have any questions.

 Sincerely,

 /s/ Matthew Wolock

 Matthew Wolock

 cc: W. John McGuire

 Christopher D. Menconi