UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549



Form
10-K/A

(amendment
No. 1)



(Mark
One)



|[X] | ANNUAL
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|--- | ----------------------------------------------------------------------------------------



For
the fiscal year ended June 30, 2018



or



|[  ] | TRANSITION
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|---- | --------------------------------------------------------------------------------------------



Commission
file number:001-38195



GRANITESHARES
GOLD TRUST

(Exact
name of registrant as specified in its charter)



|New
    York                        |  | 82-6393903             
|----------------------------------- |  | -----------------------
|(State
    or other jurisdiction of |  | (I.R.S.
    Employer   
|incorporation
    or organization)  |  | Identification
    No.)



|c/o
    GRANITESHARES LLC                                          |  |               
|------------------------------------------------------------------ |  | --------------
|205
        Hudson Street – 7th floor
        New
        York, NY |  | 10013         
|(Address
    of principal executive offices)                       |  | (Zip
    Code)



Registrant’s
telephone number, including area code:

(646)
876 5096

Securities
registered pursuant to Section 12(b) of the Act:



|Title
    of each class       |  | Name
    of each exchange on which registered
|----------------------------- |  | ---------------------------------------------
|GraniteShares
    Gold Shares |  | NYSE
    Arca                                



Securities
registered pursuant to Section 12(g) of the Act: None



Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [  ]
No [X]



Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes [  ]
No [X]



Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.



Yes
[X] No [  ]



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months.



Yes
[X] No [  ]



Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference
in Part III of this Form 10-K or any amendment to this Form 10-K. [X]



Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”,
“smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.



|Large
    accelerated filer | [  ] | Accelerated
    filer         | [  ]
|--------------------------- | ---- | ----------------------------- | ----
|Non
    accelerated filer   | [  ] | Smaller
    reporting company | [  ]
|                            |      | Emerging
    growth company   | [X] 



If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
[  ]



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes [  ] No [X]



Aggregate
market value of the registrant’s Shares outstanding based upon the closing price of a Share on June 30, 2018 as reported
by the NYSE Arca, Inc. on that date: $250,926,423.



As
of February 20, 2019, GraniteShares Gold Trust has 3,490,000 GraniteShares Gold Shares outstanding.



DOCUMENTS
INCORPORATED BY REFERENCE: None.
















EXPLANATORY
NOTE



This
Annual Report on Form 10-K/A constitutes Amendment No. 1 (the “Amendment”) to the GraniteShares Gold Trust’s
(the “Trust”) Annual Report on Form 10-K for the period ended June 30, 2018, which was originally filed with the Securities
and Exchange Commission on August 31, 2018 (the “Original Filing”). This Amendment is being filed solely to amend
information inadvertently included within Item 9A of the Original Filing. For the period ended June 30, 2018, the Trust was not
required to include a report of management’s assessment regarding internal control over financial reporting.



No
other change is made to the Original Filing. This Amendment does not purport to provide an update or a discussion of any other
developments subsequent to the Original Filing. Accordingly, this Amendment should be read in conjunction with the Original Filing.











Item
9A. Controls and Procedures



Conclusion
Regarding the Effectiveness of Disclosure Controls and Procedures



The
Trust maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its
Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange
Commission’s rules and forms, and that such information is accumulated and communicated to the Chief Executive Officer and
Chief Financial Officer of the Sponsor, and to the audit committee, as appropriate, to allow timely decisions regarding required
disclosure.



Under
the supervision and with the participation of the Chief Executive Officer and the Chief Financial Officer of the Sponsor, the
Sponsor conducted an evaluation of the Trust’s disclosure controls and procedures, as defined under Exchange Act Rule 13a-15(e)
and 15d-15(e). Based on this evaluation, the Chief Executive Officer and the Chief Financial Officer of the Sponsor concluded
that, as of June 30, 2018, the Trust’s disclosure controls and procedures were effective.



Management’s
Report on Internal Control over Financial Reporting



This
Annual Report on Form 10-K/A does not include a report of management’s assessment regarding internal control over financial
reporting or an attestation report of the Trust’s registered public accounting firm due to a transition period established
by rules of the Securities and Exchange Commission for newly public companies.



Changes
in Internal Control over Financial Reporting



There
have been no changes in the Trust’s or Sponsor’s internal control over financial reporting that occurred during the
Trust’s recently completed fiscal quarter ended June 30, 2018 that have materially affected, or are reasonably likely to
materially affect, the Trust’s or Sponsor’s internal control over financial reporting.











SIGNATURES



Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned in the capacities thereunto duly authorized.



|                            | GraniteShares
    LLC                      
|--------------------------- | -------------------------------------------
|                            | Sponsor
    of the GraniteShares Gold Trust
|                            | (Registrant)                               
|                            |                                            
|Date:
    February 20, 2019 | /s/
    William Rhind                      
|                            | William
    Rhind*                         
|                            | CEO
    and CFO                            
|                            |                                            
|Date:
    February 20, 2019 | /s/
    Benoit Autier                      
|                            | Benoit
    Autier*                         
|                            | Chief
    Accounting Officer               



*The
Registrant is a trust and the persons are signing in their capacities as officers of GraniteShares LLC, the Sponsor of the Registrant.