The following discussion and analysis of our financial condition and results of
operations should be read together with, and is qualified in its entirety by
reference to, our unaudited financial statements and related notes included
elsewhere in this Quarterly Report, which have been prepared in accordance with
generally accepted accounting principles in the United States ("U.S. GAAP"). The
following discussion may contain forward-looking statements based on assumptions
we believe to be reasonable. Our actual results could differ materially from
those discussed in these forward-looking statements. Factors that could cause or
contribute to these differences include, but are not limited to, those set forth
under Part II, Item 1A. Risk Factors in this Quarterly Report, or in Part I,
Item 1A. Risk Factors, or other sections of our Annual Report on Form 10-K for
the year ended December 31, 2021.

Trust Overview



The Trust is a passive entity that is managed and administered by the Sponsor
and does not have any officers, directors or employees. The Trust holds ETC and,
from time to time on a periodic basis, issues Creation Baskets in exchange for
deposits of ETC. As a passive investment vehicle, the Trust's investment
objective is for the value of the Shares (based on ETC per Share) to reflect the
value of ETC held by the Trust, determined by reference to the Index Price, less
the Trust's expenses and other liabilities. To date, the Trust has not met its
investment objective and the Shares quoted on OTCQX have not reflected the value
of ETC held by the Trust, less the Trust's expenses and other liabilities, but
instead have traded at both premiums and discounts to such value, which at times
have been substantial. The Trust is not managed like a business corporation or
an active investment vehicle.

Critical Accounting Policies and Estimates

Investment Transactions and Revenue Recognition



The Trust considers investment transactions to be the receipt of ETC for Share
creations and the delivery of ETC for Share redemptions or for payment of
expenses in ETC. At this time, the Trust is not accepting redemption requests
from shareholders. The Trust records its investment transactions on a trade date
basis and changes in fair value are reflected as net change in unrealized
appreciation or depreciation on investments. Realized gains and losses are
calculated using the specific identification method. Realized gains and losses
are recognized in connection with transactions including settling obligations
for the Sponsor's Fee in ETC.

Principal Market and Fair Value Determination



To determine which market is the Trust's principal market (or in the absence of
a principal market, the most advantageous market) for purposes of calculating
the Trust's NAV, the Trust follows Financial Accounting Standards Board ("FASB")
Accounting Standards Codification ("ASC") 820-10, which outlines the application
of fair value accounting. ASC 820-10 determines fair value to be the price that
would be received for ETC in a current sale, which assumes an orderly
transaction between market participants on the measurement date. ASC 820-10
requires the Trust to assume that ETC is sold in its principal market to market
participants or, in the absence of a principal market, the most advantageous
market. Market participants are defined as buyers and sellers in the principal
or most advantageous market that are independent, knowledgeable, and willing and
able to transact.

The Trust only receives ETC from the Authorized Participant and does not itself
transact on any Digital Asset Markets. Therefore, the Trust looks to the
Authorized Participant when assessing entity-specific and market-based volume
and level of activity for Digital Asset Markets. The Authorized Participant
transacts in a Brokered Market, a Dealer Market, Principal-to-Principal Markets
and Exchange Markets, each as defined in the FASB ASC Master Glossary. The
Authorized Participant, as a related party of the Sponsor, provides information
about the Digital Asset Markets on which it transacts to the Trust. In
determining which of the eligible Digital Asset Markets is the Trust's principal
market, the Trust reviews these criteria in the following order:


First, the Trust reviews a list of Digital Asset Markets and excludes any
Digital Asset Markets that are non-accessible to the Trust and the Authorized
Participant(s). The Trust or the Authorized Participant does not have access to
Digital Asset Exchanges that do not have a BitLicense and has access only to
non-Digital Asset Exchange Markets that the Authorized Participant reasonably
believes are operating in compliance with applicable law, including federal and
state licensing requirements, based upon information and assurances provided to
it by each market.

Second, the Trust sorts the remaining Digital Asset Markets from high to low by entity-specific and market-based volume and activity of ETC traded on each Digital Asset Market in the trailing twelve months.


Third, the Trust then reviews intra-day pricing fluctuations and the degree of
variances in price on Digital Asset Markets to identify any material notable
variances that may impact the volume or price information of a particular
Digital Asset Market.


Fourth, the Trust then selects a Digital Asset Market as its principal market
based on the highest market volume, activity and price stability in comparison
to the other Digital Asset Markets on the list. Based on information reasonably
available to the Trust, Exchange Markets have the greatest volume and level of
activity for the asset. The Trust therefore looks to accessible Exchange Markets
as opposed to the Brokered Market, Dealer Market and Principal-to-Principal
Markets to

                                       15

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determine its principal market. As a result of the aforementioned analysis, an Exchange Market has been selected as the Trust's principal market.



The Trust determines its principal market (or in the absence of a principal
market the most advantageous market) annually and conducts a quarterly analysis
to determine (i) if there have been recent changes to each Digital Asset
Market's trading volume and level of activity in the trailing twelve months,
(ii) if any Digital Asset Markets have developed that the Trust has access to,
or (iii) if recent changes to each Digital Asset Market's price stability have
occurred that would materially impact the selection of the principal market and
necessitate a change in the Trust's determination of its principal market.

The cost basis of the investment in ETC recorded by the Trust for financial
reporting purposes is the fair value of ETC at the time of transfer. The cost
basis recorded by the Trust may differ from proceeds collected by the Authorized
Participant from the sale of the corresponding Shares to investors.

Investment Company Considerations



The Trust is an investment company for GAAP purposes and follows accounting and
reporting guidance in accordance with the FASB ASC Topic 946, Financial Services
- Investment Companies. The Trust uses fair value as its method of accounting
for ETC in accordance with its classification as an investment company for
accounting purposes. The Trust is not a registered investment company under the
Investment Company Act of 1940. GAAP requires management to make estimates and
assumptions that affect the reported amounts in the financial statements and
accompanying notes. Actual results could differ from those estimates and these
differences could be material.

Review of Financial Results (unaudited)

Financial Highlights for the Three Months Ended March 31, 2022 and 2021

(All amounts in the following table and the subsequent paragraphs, except Share and per Share, ETC and price of ETC amounts, are in thousands)



                                                     Three Months Ended 

March 31,


                                                     2022                   

2021


Net realized and unrealized gain on
investment in Ethereum Classic                 $         164,867       $    

96,870


Net increase in net assets resulting from
operations                                     $         162,064       $          95,910
Net assets                                     $         569,530       $         168,230


Net realized and unrealized gain on investment in ETC for the three months ended
March 31, 2022 was $164,867 which includes a realized gain of $2,127 on the
transfer of ETC to pay the Sponsor's Fee and net change in unrealized
appreciation on investment in ETC of $162,740. Net realized and unrealized gain
on investment in ETC for the period was driven by ETC price appreciation from
$33.52 per ETC as of December 31, 2021 to $47.20 per ETC as of March 31, 2022.
Net increase in net assets resulting from operations was $162,064 for the three
months ended March 31, 2022, which consisted of the net realized and unrealized
gain on investment in ETC, less the Sponsor's Fee of $2,803. Net assets
increased to $569,530 at March 31, 2022, a 40% increase for the period. The
increase in net assets resulted from the aforementioned ETC price appreciation,
partially offset by the withdrawal of approximately 89,592 ETC to pay the
foregoing Sponsor's Fee.

Net realized and unrealized gain on investment in ETC for the three months ended
March 31, 2021 was $96,870 which includes a realized gain of $276 on the
transfer of ETC to pay the Sponsor's Fee and net change in unrealized
appreciation on investment in ETC of $96,594. Net realized and unrealized gain
on investment in ETC for the period was driven by ETC price appreciation from
$5.67 per ETC as of December 31, 2020 to $13.53 per ETC as of March 31, 2021.
Net increase in net assets resulting from operations was $95,910 for the three
months ended March 31, 2021, which consisted of the net realized and unrealized
gain on investment in ETC, less the Sponsor's Fee of $960. Net assets increased
to $168,230 at March 31, 2021, a 142% increase for the period. The increase in
net assets resulted from the aforementioned ETC price appreciation and
contribution of approximately 249,224 ETC with a value of $2,716 to the Trust in
connection with Share creations during the period, partially offset by the
withdrawal of approximately 91,180 ETC to pay the foregoing Sponsor's Fee.

Cash Resources and Liquidity



The Trust has not had a cash balance at any time since inception. When selling
ETC, Incidental Rights and/or IR Virtual Currency in the Digital Asset Market to
pay Additional Trust Expenses, the Sponsor endeavors to sell the exact number of
ETC, Incidental Rights and/or IR Virtual Currency needed to pay expenses in
order to minimize the Trust's holdings of assets other than ETC. As a
consequence,

                                       16

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the Sponsor expects that the Trust will not record any cash flow from its operations and that its cash balance will be zero at the end of each reporting period. Furthermore, the Trust is not a party to any off-balance sheet arrangements.



In exchange for the Sponsor's Fee, the Sponsor has agreed to assume most of the
expenses incurred by the Trust. As a result, the only ordinary expense of the
Trust during the periods covered by this Quarterly Report was the Sponsor's Fee.
Effective April 1, 2022, the Sponsor's Fee was lowered from 3.0% to 2.5%. The
Trust is not aware of any trends, demands, conditions or events that are
reasonably likely to result in material changes to its liquidity needs.

Selected Operating Data

                                                       Three Months Ended March 31,
                                                   2022                           2021
                                            (All ETC balances are rounded to the nearest whole
                                                                   ETC)
Ethereum Classic:
Opening balance                                       12,155,894                      12,275,747
Creations                                                      -                         249,224
Sponsor's Fee, related party                             (89,592 )                       (91,180 )
Closing balance                                       12,066,302            

12,433,791


Accrued but unpaid Sponsor's Fee,
related party                                                  -                               -
Net closing balance                                   12,066,302                      12,433,791
Number of Shares:
Opening balance                                       13,993,800                      13,714,100
Creations                                                      -                         279,700
Closing balance                                       13,993,800                      13,993,800



                                         As of March 31,
                                         2022        2021

Price of ETC on principal market (1) $ 47.20 $ 13.53 NAV per Share (2)

$  40.70     $ 12.02
Index Price                            $  47.19     $ 13.55

Digital Asset Holdings per Share (3) $ 40.69 $ 12.04

(1)


The Trust performed an assessment of the principal market at March 31, 2022 and
2021, and identified the principal market as Coinbase Pro.
(2)
As of March 31, 2022 and 2021 the NAV per Share was calculated using the fair
value of ETC based on the price provided by Coinbase Pro, the Digital Asset
Exchange that the Trust currently considers its principal market, as of 4:00
p.m., New York time, on the valuation date.
(3)
The Trust's Digital Asset Holdings per Share is derived from the Index Price as
represented by the Index as of 4:00 p.m., New York time, on the valuation date.
The Trust's Digital Asset Holdings per Share is calculated using a non-GAAP
methodology where the price is derived from multiple Digital Asset Exchanges.
See "Item 1. Business-Overview of the ETC Industry and Market-ETC Value-The
Index and the Index Price" in the Trust's Annual Report on Form 10-K for a
description of the Trust's Digital Asset Holdings per Share. The Digital Asset
Exchanges used to calculate the Index Price as of March 31, 2022 were Coinbase
Pro, Kraken, and Binance.US. As of March 31, 2021, the Digital Asset Exchanges
used to calculate the Index Price consisted of Coinbase Pro, Kraken, Binance.US
and Bittrex.

For accounting purposes, the Trust reflects creations and the ETC receivable
with respect to such creations on the date of receipt of a notification of a
creation but does not issue Shares until the requisite number of ETC is
received. At this time, the Trust is not accepting redemption requests from
shareholders. Subject to receipt of regulatory approval from the SEC and
approval by the Sponsor in its sole discretion, the Trust may in the future
operate a redemption program. The Trust currently has no intention of seeking
regulatory approval to operate an ongoing redemption program.

As of March 31, 2022, the Trust had a net closing balance with a value of
$569,408,781, based on the Index Price (non-GAAP methodology). As of March 31,
2022, the Trust had a total market value of $569,529,444, based on the principal
market (Coinbase Pro).

As of March 31, 2021, the Trust had a net closing balance with a total value of
$168,477,864, based on the Index Price (non-GAAP methodology). As of March 31,
2021, the Trust had a total market value of $168,229,188, based on the principal
market (Coinbase Pro).

Historical Digital Asset Holdings and Ethereum Classic Prices


                                       17
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As movements in the price of ETC will directly affect the price of the Shares,
investors should understand recent movements in the price of ETC. Investors,
however, should also be aware that past movements in the ETC price are not
indicators of future movements. Movements may be influenced by various factors,
including, but not limited to, government regulation, security breaches
experienced by service providers, as well as political and economic
uncertainties around the world.

The following chart illustrates the movement in the Trust's Digital Asset Holdings per Share versus the Index Price and the Trust's NAV per Share from April 24, 2017 to March 31, 2022.



                     [[Image Removed: img25494745_0.jpg]]

The following table illustrates the movements in the Index Price from the
beginning of the Trust's operations on April 24, 2017 to March 31, 2022. Since
the beginning of the Trust's operations, the Index Price has ranged from $3.43
to $148.63, with the straight average being $18.08 through March 31, 2022. The
Sponsor has not observed a material difference between the Index Price and
average prices from the constituent Digital Asset Exchanges individually or as a
group.

                                                    High                           Low
                                                                                                                       Last
                                                                                                       End of        business
Period                      Average       Index Price        Date       Index Price         Date       period           day
April 24, 2017 (the first
Creation Basket of the
Trust) to March 31, 2018    $  19.02     $       42.03     1/14/2018   $    

3.87 4/24/2017 $ 14.51 $ 14.21 Twelve months ended March 31, 2019

$  10.65     $       24.22     5/6/2018    $    

3.62 12/14/2018 $ 4.80 $ 4.90 Twelve months ended March 31, 2020

$   6.39     $       12.31     1/29/2020   $    

3.43 12/17/2019 $ 4.94 $ 4.94 Twelve months ended March 31, 2021

$   7.16     $       16.93     2/13/2021   $    

4.86 11/3/2020 $ 13.55 $ 13.55 Twelve months ended March 31, 2022

$  47.27     $      148.63     5/6/2021    $       14.19      4/3/2021    $   47.19     $     47.19
April 24, 2017 (the first
Creation Basket of the
Trust) to March 31, 2022    $  18.08     $      148.63     5/6/2021    $        3.43     12/17/2019   $   47.19     $     47.19




                                       18

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The following table illustrates the movements in the Digital Asset Market price
of ETC, as reported on the Trust's principal market, from the beginning of the
Trust's operations on April 24, 2017 to March 31, 2022. Since the beginning of
the Trust's operations, the price of ETC has ranged from $3.43 to $148.51, with
the straight average being $18.10.

                                                   High                         Low
                                           Digital                     Digital
                                            Asset                       Asset                                      Last
                                           Market                      Market                      End of        business
Period                      Average         Price          Date         Price           Date       period           day
April 24, 2017 (the first
Creation Basket of the
Trust) to March 31, 2018    $  18.94     $     41.86     1/14/2018   $      4.18     4/24/2017    $   14.52     $     14.23
Twelve months ended March
31, 2019                    $  10.68     $     24.39     5/6/2018    $      3.56     12/15/2018   $    4.80     $      4.90
Twelve months ended March
31, 2020                    $   6.40     $     12.33     2/5/2020    $      3.43     12/17/2019   $    4.93     $      4.93
Twelve months ended March
31, 2021                    $   7.24     $     16.93     2/13/2021   $      4.86     11/3/2020    $   13.53     $     13.53
Twelve months ended March
31, 2022                    $  47.32     $    148.51     5/6/2021    $     14.23      4/4/2021    $   47.20     $     47.20
April 24, 2017 (the first
Creation Basket of the
Trust) to March 31, 2022    $  18.10     $    148.51     5/6/2021    $      3.43     12/17/2019   $   47.20     $     47.20

The following chart sets out the historical closing prices for the Shares as reported by OTCQX and the Trust's Digital Asset Holdings per Share.



 ETCG Premium/(Discount): ETCG Share Price vs. Digital Asset Holdings per Share
                                      ($)

                     [[Image Removed: img25494745_1.jpg]]


                                       19

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The following chart sets out the historical premium and discount for the Shares as reported by OTCQX and the Trust's Digital Asset Holdings per Share.



 ETCG Premium/(Discount): ETCG Share Price vs. Digital Asset Holdings per Share
                                      (%)

                     [[Image Removed: img25494745_2.jpg]]

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