June 18, 2008



Securities and Exchange Commission
Division of Investment Management
100 F Street NE
Washington, D.C. 20549
Attn:  Mr. Christian Sandoe


        RE:    WisdomTree Trust (the "Trust")
               File Nos. 333-132380 and 811-21864

               WisdomTree LargeCap Growth Fund; WisdomTree International
               LargeCap Growth Fund; WisdomTree Middle East Dividend Fund;
               WisdomTree Global Dividend Fund; WisdomTree Global SmallCap
               Dividend Fund; WisdomTree Global Equity Income Fund (each a
               "Fund" and collectively the "Funds")

Dear Mr. Sandoe:

      This letter responds to comments of the staff ("Staff") of the Securities
and Exchange Commission (the "Commission") received by telephone on June 12,
2008 regarding the Trust's registration statement on Form N-1A, which was filed
with the Commission on April 30, 2008 (the "Registration Statement"). For your
convenience, we have summarized each comment below, followed by the Trust's
response. Any defined term used in this letter has the same meaning as used by
the Trust in the Registration Statement.

A. Comment:

   Please explain how ETFs add the flexibility, ease and liquidity of
   stock-trading to the benefits of traditional index-fund investing, as stated
   in the "Overview" section of the Prospectus.

   Response: ETFs have all of the same trading flexibility as stocks and can be
   traded anytime during normal trading hours, using all the trading strategies
   associated with stocks such as market orders, limit orders, stop orders,
   short sales and buying on margin. ETFs can be bought or sold through any
   broker and most trading platforms. As a result, investors may gain exposure
   to sectors, markets and countries on an immediate basis. Traditional index
   funds do not have these same features.




B. Comment:

   With respect to the WisdomTree LargeCap Growth Fund, WisdomTree International
   LargeCap Growth Fund, WisdomTree Middle East Dividend Fund, and WisdomTree
   Global SmallCap Dividend Fund, please add disclosure that the Fund's
   investment strategy is to invest at least 80% of its respective net assets in
   securities issued by large-cap companies, securities issued by Middle East
   companies or securities issued by small-cap companies, as applicable.

   Response: Disclosure on page 2 of the Funds' Prospectus under the caption
   "Principal Investment Strategies" states "Under normal circumstances, at
   least 95% of a Fund's total assets (exclusive of collateral held from
   securities lending) will be invested in the component securities of its
   Index. Each Fund will normally invest at least 80% of its net assets, plus
   the amount of any borrowings for investment purposes, in the types of
   securities suggested by its name." The methodology governing the operation of
   each Index is described under the section "Index Description." Registrant
   notes that its disclosure is consistent with the disclosure appearing in the
   prospectuses of other ETF providers. Registrant believes that its disclosure
   is adequate and respectfully declines to revise the disclosure.

C. Comment:


   With respect to WisdomTree LargeCap Growth Fund, WisdomTree International
   LargeCap Growth Fund, WisdomTree Middle East Dividend Fund and WisdomTree
   Global SmallCap Dividend Fund, please add disclosure in each Fund's
   "Principal Investment Strategies" section of the Prospectus that the Fund
   will invest in the particular industry sectors (e.g., basic materials sector,
   telecommunications sector) mentioned in that Fund's "Primary Investment
   Risks" section of the Prospectus.

   Response: Registrant notes that a Fund may include a risk factor for a
   particular industry sector when the Index in which the Fund invests causes
   the Fund to invest approximately 15% or more of its assets in a particular
   industry sector. Thus, the presence of an industry sector risk factor is
   evidence of a heightened investment risk, but is not necessarily a result of
   the Fund being "concentrated" in an industry sector. Disclosure on page 3 of
   the Funds' Prospectus under the caption "Concentration Risk" states "To the
   extent that a Fund's Index concentrates in the securities of a particular
   industry or group of industries, the Fund will concentrate its investments to
   approximately the same extent as its Index." The Registrant periodically
   reviews each Index's then-current constituents to make sure that, to the
   extent each Index (and Fund) is concentrated in any industry, the prospectus
   and statement of additional information ("SAI") contain appropriate
   disclosure of this fact and also provide risk disclosure. As noted above,
   disclosure on page 2 of the Funds' Prospectus under the caption "Principal
   Investment Strategies" states "Under normal circumstances, at least 95% of a
   Fund's total assets (exclusive of collateral held from securities lending)
   will be invested in the component securities of its Index. Each Fund will
   normally invest at least 80% of its net assets, plus the amount of any
   borrowings for investment purposes, in the types of securities suggested by
   its name." Registrant believes that its disclosure is adequate and

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   respectfully declines to revise the disclosure. A description of each Index
   is included in the Registration Statement.

D. Comment:

   With respect to the WisdomTree International LargeCap Growth Fund, WisdomTree
   Global Dividend Fund, WisdomTree Global SmallCap Dividend Fund and WisdomTree
   Global Equity Income Fund, please confirm that each Fund invests in at least
   three different non-U.S. countries and that at least 40% of each Fund's net
   assets are invested in securities offered by non-U.S. issuers.

   Response:  Registrant confirms that the Staff's understanding is correct.

E. Comment:

   With respect to WisdomTree Global Equity Income Fund, please add disclosure
   that small-capitalization investing is a risk that can significantly affect
   the Fund's performance under the Fund's "Primary Investment Risks" section of
   the Prospectus.

   Response: The Fund tracks the WisdomTree Global High-Yielding Equity Index,
   which, as noted under the Fund's "Index Description" section in the
   Prospectus, comprises the top 30% of the companies ranked by dividend yield
   from a universe consisting of companies included in the WisdomTree Global
   Dividend Index. As of May 30, 2008, approximately 81% of the capitalization
   of the Index consisted of companies with market capitalizations of more than
   $10 billion. In addition, as of May 30, 2008, the Index did not contain any
   small-cap companies. Registrant respectfully declines to add this disclosure.

F. Comment:

   Please revise the disclosure in the Registration Statement to state that a
   description of the basis for the Board of Trustees' approval of the Funds'
   investment advisory agreement will be available in the Trust's next annual or
   semi-annual report to shareholders.

   Response: The referenced disclosure has been revised. The disclosure
   describing the basis for the Board of Trustees' approval of the Funds'
   investment advisory agreement has been removed from the SAI.

G. Comment:

   Please provide the missing information under the "Portfolio Managers" section
   in the Prospectus.

   Response:  The referenced disclosure has been added to the Prospectus.

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H. Comment:

   Please clarify whether information about each Fund's entire portfolio (and
   not just each Fund's basket) is available at www.wisdomtree.com.

   Response: Registrant confirms that information about each Fund's entire
   portfolio is available at www.wisdomtree.com.

I. Comment:

   Please add disclosure describing the policies and procedures with respect to
   short-term trading of the securities of WisdomTree Middle East Dividend Fund,
   WisdomTree Global Dividend Fund, WisdomTree Global SmallCap Dividend Fund and
   WisdomTree Global Equity Income Fund.

   Response: The "Frequent Purchases and Redemptions of Fund Shares" section of
   the Prospectus has been revised to incorporate disclosure concerning the
   Funds' monitoring and restricting of short-term trading. Registrant informs
   the Staff supplementally that the Board of Trustees has adopted policies and
   procedures relating to cash purchases and redemptions and transactions that
   may indicate harmful frequent trading.

J. Comment:

   Consider adding to the "Investments in the Middle East" subsection of the
   "Investment Strategies and Risks" section of the SAI disclosure concerning
   regional political instability.

   Response: Registrant has revised the disclosure in response to the Staff's
   comment.

K. Comment:

   With respect to the disclosure describing the portfolio managers'
   compensation under the section "Portfolio Manager Compensation" in the SAI,
   please clarify the meaning of "the measurement period."

   Response: Registrant has revised the disclosure in response to the Staff's
   comment.

L. Comment:

   Please confirm that the Participant Agreement mentioned in the "Placement of
   Redemption Orders for the Domestic Fund Outside the Clearing Process" section
   of the SAI does not require that redemption orders be placed within the
   "cut-off" times discussed with the Staff.

                                       4


   Response: Registrant confirms the Staff's understanding that Participant
   Agreements do not require the submission of redemption orders within the
   "cut-off" times discussed with the Staff.

                                    * * * * *

   Revised disclosure referenced in this letter is set forth in Appendix A.

      We believe that the responses above are fully responsive to the Staff's
comments. The Registrant anticipates seeking acceleration of the effective date
of the Registration Statement, as amended, to a date possibly as early as June
20, 2008. In connection therewith, the Registrant will make the Tandy
certifications and file the necessary acceleration request letters.

      If you have any further comments or questions regarding this response,
please contact the undersigned at 212.596.9671 or Robert J. Borzone, Jr. at
212.596.9017.


                                               Sincerely,

                                               /s/ Keri E. Riemer


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                                   Appendix A

G. Portfolio Manager Disclosure

Prospectus

Portfolio Managers

Each Fund is managed by the Sub-Adviser's Index Fund Management Division. The
five most senior members are Kurt Zyla, Lloyd Buchanan, Denise Krisko, Robert
McCormack, and Todd Rose. Mr. Zyla manages this Division. Mr. Zyla, a Managing
Director of the Sub-Adviser, has supervised the Index Fund Management Division
since 1996. He joined the Sub-Adviser in 1989. Prior to his current position, he
was employed by the Sub-Adviser in a number of capacities. Mr. Buchanan has been
a Portfolio Manager in the Index Fund Management Division since January 2002.
Prior to joining the Sub-Adviser, Mr. Buchanan was a Vice President and Chief
Operating Officer of Axe Houghton Associates, Inc., an investment management
subsidiary of Hoenig Group. He joined Axe Houghton in May 1988. Ms. Krisko is a
Managing Director, CIO and Head of Index Management in the Index Fund Management
Division. Ms. Krisko joined the Sub-Adviser in August 2005. Prior to joining the
Sub-Adviser, Ms. Krisko acted as a Senior Portfolio Manager and Equity Trader
for Quantitative Equity Management at Northern Trust from January 2003 until
August 2005 and at Deutsche Asset Management from June 2000 to January 2003. Ms
Krisko also worked as a senior quantitative equity portfolio manager and trader
for The Vanguard Group. Mr. McCormack is a Senior Portfolio Manager in the Index
Fund Management Division. He is responsible for domestic indexed portfolio
management. Prior to joining the Index Fund Management Division in 1999, Mr.
McCormack was a relationship manager in the Sub-Adviser's Master Trust/Master
Custody Division, specializing in working with foundations and endowments and
other not-for-profit organizations. Mr. McCormack joined the Sub-Adviser in
1987. Mr. Rose has been a Portfolio Manager in the Index Fund Management
Division since 2000. Prior to joining the Division, Mr. Rose worked in the
Mutual Funds Accounting Division in various functions. Before joining the
Sub-Adviser in 1997, Mr. Rose was a Financial Consultant at Merrill Lynch. He
began his career trading futures with Linnco Futures Group in Chicago. Each
Portfolio Manager is responsible for various functions related to portfolio
management, including, but not limited to, investing cash inflows, implementing
investment strategy, researching and reviewing investment strategy, and
overseeing members of his or her portfolio management team with more limited
responsibilities.

Each Portfolio Manager is authorized to make investment decisions for all
portfolios managed by the team. Each Portfolio Manager has appropriate
limitations on his or her authority for risk management and compliance purposes.
No member of the portfolio team manages assets outside of the team. Mr. Zyla
manages the team. Each Portfolio Manager has served as manager of each Fund
since its inception. The Trust's SAI provides additional information about the
Portfolio Managers' compensation, other accounts managed by the Portfolio
Managers, and the Portfolio Managers' ownership of shares in the Funds for which
they are Portfolio Managers.

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The Trust's SAI provides additional information about the Portfolio Managers'
compensation, other accounts managed by the Portfolio Managers, and the
Portfolio Managers' ownership of shares in the Funds for which they are
Portfolio Managers.

SAI

Portfolio Managers.

Each Fund is managed by the Sub-Adviser's Index Fund Management Division. The
five most senior members are Kurt Zyla, Lloyd Buchanan, Denise Krisko, Robert
McCormack and Todd Rose. Mr. Zyla manages the Division. Mr. Zyla, a Managing
Director of the Sub-Adviser, has supervised the Index Fund Management Division
since 1996. He joined the Sub-Adviser in 1989. Prior to his current position, he
was employed by the Sub-Adviser in a number of capacities.

Mr. Buchanan has been a Portfolio Manager in the Index Fund Management Division
since January 2002. Prior to joining the Sub-Adviser, Mr. Buchanan was a Vice
President and Chief Operating Officer of Axe Houghton Associates, Inc., an
investment management subsidiary of Hoenig Group. He joined Axe Houghton in May
1988.

Ms. Krisko is a Managing Director, CIO and Head of Index Management in the Index
Fund Management Division. Ms. Krisko joined the Sub-Adviser in August, 2005.
Prior to joining the Sub-Adviser, Ms. Krisko acted as a Senior Portfolio Manager
and Equity Trader for Quantitative Equity Management at Northern Trust from
January 2003 until August 2005 and at Deutsche Asset Management from June 2000
to January 2003. Ms. Krisko has also worked as a Senior Quantitative Equity
Portfolio Manager and Trader for The Vanguard Group.

Mr. McCormack is a Senior Portfolio Manager in the Index Fund Management
Division. He is responsible for domestic indexed portfolio management. Prior to
joining the Index Management Fund Division in 1999, Mr. McCormack was a
relationship manager in the Sub-Adviser's Master Trust/Master Custody Division,
specializing in working with foundations and endowments and other not-for-profit
organizations. Mr. McCormack joined the Sub-Adviser in 1987.

Mr. Rose has been a Portfolio Manager in the Index Fund Management Division
since 2000. Prior to joining the Index Fund Management Division, Mr. Rose worked
in the Sub-Adviser's Mutual Funds Accounting Division in various functions.
Before joining the Sub-Adviser in 1997, Mr. Rose was a Financial Consultant at
Merrill Lynch. He began his career trading futures with Linnco Futures Group in
Chicago.

I. Frequent Trading Policies and Procedures

The WisdomTree Middle East Dividend Fund issues and redeems shares for cash, and
the WisdomTree Global Dividend Fund, WisdomTree Global SmallCap Dividend Fund
and WisdomTree Global Equity Income Fund generally issue and redeem shares in
exchange for in-kind securities, and cash (with respect to the portion of its
assets invested in emerging markets). Since these Funds are ETFs, only

                                       7



Authorized Participants are authorized to purchase and redeem shares directly
with the issuing Fund. Each Fund accommodates frequent purchases and redemptions
of Creation Units by Authorized Participants and does not place a limit on
purchases or redemptions of Creation Units by these investors. Each Fund
monitors for frequent trading with regard to cash purchases and redemption of
shares, and reserves the right, but does not have the obligation, to reject any
order at any time. Each Fund reserves the right to impose restrictions on,
disruptive, excessive, or short-term trading.

J. Risk Factors Concerning Middle East Investments

Prospectus

Frontier Emerging Market Risks. The risks of investing in foreign securities may
be greater where issuers are domiciled or doing substantial business in
developing countries with limited or underdeveloped capital markets. Prices and
currency valuations of frontier emerging market securities may be more volatile
than those of more established markets and more volatile than those of
traditional "emerging markets." Bahrain, Dubai, Egypt, Jordan, Kuwait, Lebanon,
Morocco, Oman, Qatar and the United Arab Emirates are considered to be frontier
countries. Frontier countries may have relatively unstable governments, present
the risk of unanticipated adverse government action and nationalization of
private business enterprises, impose restrictions on foreign ownership or
prohibitions of repatriation of assets, and may have fewer property rights
protections. Frontier emerging market economies may be significantly dependent
on only a few industries, may be more vulnerable to changes in local or global
trade conditions and may face debt burdens or volatile inflation rates. Local
securities markets may trade fewer securities and might not be able to respond
effectively to changes in trading volume, making it potentially difficult to
liquidate substantial holdings promptly - or at all. In addition, procedures
concerning transaction settlement and dividend collection may be less reliable
than in developed markets and larger emerging markets. Securities of frontier
emerging market issuers may have limited marketability and may be subject to
sudden or erratic price movements.

SAI

Frontier Emerging Market Risks. The economies of frontier countries, such as
Bahrain, Dubai, Egypt, Jordan, Kuwait, Lebanon, Morocco, Oman, Qatar and the
United Arab Emirates, are not as correlated to global economic cycles as those
of more developed countries. As a result, their markets have lower trading
volumes and greater potential for illiquidity and price volatility. Compared to
more developed countries, this volatility may also be affected to a greater
extent by the actions of a small number of major investors. A significant change
in cash flows of funds investing in these markets could have a substantial
effect on local stock prices and, therefore, prices of Fund shares. These
factors make investing in the markets of frontier countries significantly
riskier than investing in traditional "emerging market" countries and may cause
the price of the Fund's shares to decline.

Some frontier country governments may levy certain taxes on dividend and
interest income. Although in some countries a portion of these taxes are
recoverable, the non-recovered portion of foreign withholding taxes will
decrease the income generated from investments in such

                                       8


countries. Equity security investments in certain frontier emerging market
countries is restricted or controlled to varying extents. At times, these
restrictions or controls may limit or prevent foreign investment in such equity
securities and increase the costs and expenses of the Fund. Certain frontier
countries impose additional restrictions, such as: requiring governmental
approval prior to investments by foreign persons, limiting the amount of
investment by foreign persons in a particular issuer, limiting investment by
foreign persons to a particular class of securities of an issuer that may have
less advantageous rights than other classes, and imposing additional taxes. For
countries that require prior government approval, delays in obtaining such
approval would delay investments, and consequently the Fund may be unable to
invest in all of the securities included in the index until such approval is
final. Some frontier countries may also limit investment opportunities in
issuers in industries considered essential to national interests and may require
governmental approval for the repatriation of investment income, capital or the
proceeds of security sales by foreign investors, including the Fund. In
addition, some countries face the risk of confiscatory taxation, expropriation
of assets, political or social instability and diplomatic developments, each of
which could adversely affect the Fund's investments.

Some banks in non-U.S. countries that are eligible foreign sub-custodians may
have been organized only recently, or otherwise not have extensive operating
experience. There may also be legal restrictions or limitations on the ability
of the Fund to recover assets held in custody by a foreign sub-custodian in
cases where the sub-custodian becomes bankrupt. Settlement systems in emerging
markets, including frontier emerging markets, may not be as established as in
developed markets. As a result, settlements may be delayed and cash or Fund
securities may be jeopardized because of system defects. In addition, the laws
of certain countries in which the Fund invests may require the Fund to release
local shares before receiving cash payment, or to make cash payment before
receiving local shares.

The Fund invests in some frontier countries that use share blocking schemes.
"Share blocking" refers to the practice of predicating voting rights related to
an issuer's securities on these securities being blocked from trading at the
custodian or sub-custodian level, for a period of time near the date of a
shareholder meeting. Such restrictions have the potential to effectively prevent
securities from being voted (or having been voted) and from trading within a
specified number of days before, and in some cases after the shareholder
meeting. Share blocking may preclude the Fund from purchasing or selling
securities for a period of time. During the time that shares are blocked, trades
in such securities will no t settle. Although practices may vary by market, a
blocking period may last from one day to several weeks. Once blocked, the block
may be removed only by withdrawing a previously cast vote or abstaining from
voting completely, a process that may be burdensome. In certain countries, the
block cannot be removed.

Share blocking may impose operational difficulties on the Fund and Authorized
Participants, including the potential effect that a block would have on pending
trades. Share blocking may cause pending trades to fail or remain unsettled for
an extended period of time. Fails may also expose the transfer agent and the
Fund to situations in which a counterparty may have the right to go to market,
buy a security at the current market price and have any additional expense borne
by the Fund or transfer agent if the counterparty is unable to deliver shares
after a certain

                                       9


period of time. The Adviser, on behalf of the Fund, reserves the right to
abstain from voting proxies in share blocking proxy markets.



                                       10