TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo March 15, 2022 Michael Sonnenshein Chief Executive Officer Grayscale Digital Large Cap Fund LLC 290 Harbor Drive, 4th Floor Stamford, CT 06902 Re: Grayscale Digital Large Cap Fund LLC Amendment No. 5 to Registration Statement on Form 10-12G Filed February 4, 2022 File No. 000-56284 Dear Mr. Sonnenshein: We have reviewed your filing 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 these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Amended Form 10 filed February 4, 2022 General 1. Refer to your responses to comment 1 of our letter dated June 10, 2021 and related comments. While we do not have any further comments at this time regarding your responses, please confirm your understanding that our decision not to issue additional comments should not be interpreted to mean that we either agree or disagree with your responses, including any conclusions you have made, positions you have taken and practices you have engaged in with respect to this matter. 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. You may contact Becky Chow at 202-551-6524 or John Spitz at 202-551-3484 if you have questions regarding comments on the financial statements and related matters. Please Michael Sonnenshein Grayscale Digital Large Cap Fund LLC March 15, 2022 Page 2 contact John Dana Brown at 202-551-3859 or Justin Dobbie at 202-551-3469 with any other questions. FirstName LastNameMichael Sonnenshein Sincerely, Comapany NameGrayscale Digital Large Cap Fund LLC Division of Corporation Finance March 15, 2022 Page 2 Office of Finance FirstName LastName