SecProbe.io

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 September 18, 2025

Hunter Horsley
President and Treasurer
Bitwise XRP ETF
c/o Bitwise Investment Advisers, LLC
250 Montgomery Street, Suite 200
San Francisco, California 94104

 Re: Bitwise XRP ETF
 Amendment No. 2 to Registration Statement on Form S-1
 Filed August 22, 2025
 File No. 333-282465
Dear Hunter Horsley:

 We have reviewed your registration statement and have the following
comments.

 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.

Amendment No. 2 to Registration Statement on Form S-1
General

1. To the extent that you intend to use a fact sheet, please provide us
with a copy for our
 review.
Prospectus Summary
The Trust's Fees and Expenses, page 5

2. Please revise to clarify whether the Sponsor will assume the fees of the
XRP Trading
 Counterparties in connection with the purchase and sale of XRP under the
Trust-
 Directed Trade Model.
 September 18, 2025
Page 2
Risk Factors
Risks Associated with XRP and the XRP Ledger
XRP is a relatively new technological innovation with a limited operating
history, page 17

3. To provide context for this risk, please specifically state how long XRP
has been
 traded, and how long it has been traded in the United States.
The significant holdings of XRP by Ripple Labs and other early stakeholders,
page 18

4. Please revise to discuss, to the extent material, any of the founders or
early
 stakeholders who hold a significant stake in XRP, including, for
example, Chris
 Larsen.
If a malicious actor obtains control of more than 80% of the validating nodes
on the XRP
Ledger, page 25

5. Here, or in an appropriate place, please address the April 2025 malware
attack on the
 JavaScript library for the XRP Ledger.
XRP, XRP Market and Regulation of XRP, page 62

6. Please revise this section to address the following:
 Further discuss the role of Ripple Labs and the XRP Ledger
Foundation within
 the XRP ecosystem.
 Disclose the nature and number of decentralized applications
developed on the
 XRP Ledger, as well as active developers, to the extent known.
The Trust and XRP Prices
Purchase and Sale of XRP
Trust-Directed Trade Model, page 71

7. Please clarify whether, and to what extent, any of the XRP Trading
Counterparties are
 affiliated with, or have any material relationships with, any of the
Authorized
 Participants.
The CME CF XRP - Dollar Reference Rate - New York Variant, page 72

8. We do not see disclosure regarding a license agreement with the
Benchmark Provider.
 Please tell us whether you intend to enter into an agreement with the
Benchmark
 Provider prior to effectiveness, and, if not, please explain whether you
are authorized
 to value the net assets of the Trust and its Shares on a daily basis
with the Pricing
 Benchmark calculated by the Benchmark Provider.
Calculation of NAV, page 76

9. Please address the following points in your next amendment and/or
response letter, as
 applicable:
 With a view towards revised disclosure, please tell us whether you
have
 agreements with any third parties for use of their valuation
methods. We may
 have further comments based upon your response and any revisions.
 Please revise your disclosure to state whether you have an agreement
with a
 Secondary Source. To the extent that you have identified a Secondary
Source that
 September 18, 2025
Page 3

 you intend to use, please identify the Secondary Source and describe
how the
 value of XRP is calculated by the valuation methods of the Secondary
Source. To
 the extent that you do not yet have plans related to which Secondary
Source you
 will use, please so state. Also, please revise to provide examples
of the "available
 data" the Sponsor will consider to determine the fair price of XRP
if the Pricing
 Benchmark, the Secondary Source or the principal market price are
unavailable or
 deemed unreliable.
Creation and Redemption of Shares
Creation Procedures, page 97

10. Please revise the third paragraph of this section to address XRP rather
than Solana.
Suspension or Rejection of Redemption Orders, page 100

11. Please revise to disclose whether and how you will notify Shareholders
if the Trust
 has suspended creations and redemptions, and describe the potential
impact of
 suspending creations and redemptions.
Governing Law; Consent to Delaware Jurisdiction, page 108

12. We note the statement on page 108 that each Shareholder consents "to the
exclusive
 jurisdiction of the courts of the State of Delaware and any federal
courts located in
 Delaware" and that, pursuant to the Trust Agreement, such clause "shall
not apply to
 causes of action for violations of U.S. federal or state securities
laws." Please direct us
 to the portion of the Trust Agreement that contains these provisions.
 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.

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

 Please contact Kate Tillan at 202-551-3604 or Mark Brunhofer at
202-551-3638 if
you have questions regarding comments on the financial statements and related
matters. Please contact John Dana Brown at 202-551-3859 or Sandra Hunter
Berkheimer at
202-551-3758 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Crypto
Assets
cc: Richard J. Coyle, Esq.
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