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                             April 23, 2021

       Joshua Goldstein
       General Counsel
       Masterworks 049, LLC
       497 Broome Street
       New York, NY10013

                                                        Re: Masterworks 049,
LLC
                                                            Offering Statement
on Form 1-A
                                                            Filed on March 26,
2021
                                                            File No. 024-11491

       Dear Mr. Goldstein:

              We have reviewed your offering statement and have the following
comments. In some of
       our comments, we may ask you to provide us with information so we may
better understand your
       disclosure.

              Please respond to this letter by amending your offering statement
and providing the
       requested information. If you do not believe our comments apply 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 offering statement and
the information you
       provide in response to these comments, we may have additional comments.

       Offering Statement on Form 1-A filed on March 26, 2021

       Administrative Services, page 5

   1.                                                   With respect to the
accrual of management fees once 95% of the Class A shares have been
                                                        issued, please revise
your to clarify, if true, that management fees on the remaining 5% of
                                                        the offering will not
accrue until such funds have been fully paid.
       General

   2.                                                   Please revise
throughout the offering statement, as appropriate, to provide expanded
                                                        disclosure that is
consistent with the language included in recent filings by other
                                                        Masterworks entities
about the qualification rights described in Section 8.20 of your
                                                        amended and restated
limited liability company operating agreement.

              We will consider qualifying your offering statement at your
request. If a participant in
       your offering is required to clear its compensation arrangements with
FINRA, please have
 Joshua Goldstein
Masterworks 049, LLC
April 23, 2021
Page 2

FINRA advise us that it has no objections to the compensation arrangements
prior to
qualification.

        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. We also remind you that, following qualification of your
Form 1-A, Rule 257
of Regulation A requires you to file periodic and current reports, including a
Form 1-K which
will be due within 120 calendar days after the end of the fiscal year covered
by the report.

       You may contact Aamira Chaudhry at (202) 551-3389 or Joel Parker at
(202) 551-3651 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Daniel Morris at (202) 551-3314 or Lilyanna Peyser at (202) 551-3222
with any other
questions.



                                                           Sincerely,
FirstName LastNameJoshua Goldstein
                                                           Division of
Corporation Finance
Comapany NameMasterworks 049, LLC
                                                           Office of Trade &
Services
April 23, 2021 Page 2
cc:       Laura Anthony
FirstName LastName