VS Trust
2000 PGA Boulevard
Suite 4440
Palm Beach Gardens, FL 33408
October 31, 2022
VIA EDGAR
Mr. Eric Envall
Ms. Sandra Hunter Berkheimer
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
| Re: | VS Trust |
| | Post-Effective Amendment No.1 to Form S-1 |
| | Filed October 7, 2022 |
| | File No. 333-248430 (the “Post-Effective Amendment”) |
Mr. Envall and Ms. Hunter Berkheimer:
In accordance with Rule 461 promulgated under the Securities Act of 1933, we hereby respectfully request that the U.S. Securities and Exchange Commission accelerate the effective date of the above-referenced Post-Effective Amendment to the Trust’s registration statement on Form S-1 (File No. 333-248430), so that it may become effective at 9:00 a.m., on November 1, 2022.
Thank you for your assistance with this matter. If you have any questions, please contact our counsel, Barry I. Pershkow of Chapman and Cutler LLP by e-mail at pershkow@chapman.com or by telephone at 202-478-6492
| Sincerely, |
| |
| /s/ Justin Young |
| |
| Justin Young |
| Principal Executive Officer, VS Trust |