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July 23, 2010
Vincent J. Di Stefano, Jr.
Senior Counsel
Office of Disclosure and Review
Division of Investment Management
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
RE:
The Forester Funds, Inc., File Nos. 333-81907, 811-09391.
Dear Mr. Di Stefano:
On June 3, 2010, The Forester Funds, Inc. (the "Registrant"), on behalf of The Forester Value Fund and The Forester Discovery Fund (each a "Fund" and together the "Funds"), each a series of the Registrant, filed Post-Effective Amendment No. 15 to its registration statement under the Securities Act of 1933 on Form N-1A. On July 16, 2010, you provided oral comments regarding Post-Effective Amendment No. 15. Please find below the Registrant's responses to those comments. For your convenience, I have summarized those comments.
Form 485APOS
Regarding: Forester Value Fund – Class R shares FVRLX, Class I shares, FVILX, and Class N shares FVALX
1.
Comment: Cover of Prospectus: Remove phone number & web address.
Response: Done (see changed pages)
2.
Comment: Table of Contents: Remove Forester name, website, and Mutual Shareholders Address and disclaimer from bottom.
Response: Done (see changed pages)
3.
Comment: Summary Section: Investment Objective: Move second sentence “The fund…” to item 9.
Response: Done (see changed pages)
4.
Comment: Fees and Expenses of the Fund - Correct class to R.
Response: Done (see changed pages)
5.
Comment: ANNUAL FUND OPERATING EXPENSES: delete asterisk and comment.
Response: Done (see changed pages)
6.
Comment: Other Expenses: delete comment.
Response: Done (see changed pages)
7.
Comment: Acquired Fund Fees and Expenses: delete first sentence of comment “Acquired Fund Fees...”
Response: Done (see changed pages)
8.
Comment: EXAMPLE - In first sentence: change Forester Funds to Forester Value Fund.
Response: Done (see changed pages)
9.
Comment: In table: change Class N to Class R.
Response: Done (see changed pages)
10.
Comment: Portfolio Turnover: verify turnover percentage-verified.
Response: Done (see changed pages)
11.
Comment: Principal Investment Strategies: In paragraph beginning with “Under normal…delete sentence: “The fund may invest in preferred stocks…” and “A description of the policies….” Move: these two sentences to Item 9, Non-Principal Investment Strategies.
Response: Done (see changed pages)
12.
Comment: In the same paragraph, add “Fund may emphasize a sector more than the S&P500.”
Response: Done (see changed pages)
13.
Comment: Copy “The Fund places special focus...Five-year return on equity.” from Item 9.
Response: Done (see changed pages)
14.
Comment: Copy “The Fund may sell a stock…” paragraph from Item 9.
Response: Done (see changed pages)
15.
Comment: Market Exposure: At end of paragraph regarding fixed income instruments, add explanation what kinds and how much.
Response: How much is described earlier in the sentence as “some or all.”
16.
Comment: Principal Risk Factors: Add language to Options Risk paragraph regarding: Put Options and add a paragraph explaining Fixed Income Risk.
Response: Done (see changed pages)
17.
Comment: FUND PERFORMANCE - In title add: “Class N Shares”.
Response: Done (see changed pages)
18.
Comment: In first sentence, delete: “(one kind of investing risk).”
Response: Done (see changed pages)
19.
Comment: Update Chart to 2000-2009
Response: Done (see changed pages)
20.
Comment: In title of bar chart, update year-to-date return to: June 30, 2010.
Response: Done (see changed pages)
21.
Comment: AVERAGE ANNUAL TOTAL RETURNS - In first paragraph, delete second sentence from “The index information…” to the end of the paragraph.
Response: Done (see changed pages)
22.
Comment: Add new language from 4B2i to 1st paragraph.
Response: Done (see changed pages)
23.
Comment: In second paragraph, delete second sentence “In some instances….”
Response: Done (see changed pages)
24.
Comment: In Average Annual Returns table: S&P 500 Stock Index, delete asterisk and (1).
Response: Done (see changed pages)
25.
Comment: In Average Annual Returns table: Move “Indexes reflect…” and put in brackets after S&P 500 Stock Index
Response: Done (see changed pages)
26.
Comment: In Average Annual Returns table: Delete comment: “(1) The S&P 500 Stock Index is an unmanaged….”
Response: Done (see changed pages)
27.
Comment: Portfolio Management: In Portfolio Manager, add date: “(9/10/99)” after “...since fund inception.”
Response: Done (see changed pages)
28.
Comment: Tax Information: In first sentence, delete: “are taxable.”
Response: Done (see changed pages)
29.
Comment: Principal Investment Strategies: Add that the objective may change without shareholder approval, moved from Item 4.)
Response: Done (see changed pages)
30.
Comment: Copy paragraph: “The Fund places special focus...Five-year return on equity.” to Item 4.
Response: Done (see changed pages)
31.
Comment: Copy paragraph: “The fund may sell a stock…” to Item 4.
Response: Done (see changed pages)
32.
Comment: In paragraph “Under normal market conditions…” change: $8 billion to $5 billion
Response: Done (see changed pages)
33.
Comment: In same paragraph change SAI date: from May 5, 2010 to July 31, 2010.
Response: Done (see changed pages)
34.
Comment: In MARKET EXPOSURE paragraph, add explanation: that some defensive investments move inverse to the market.
Response: Done (see changed pages)
35.
Comment: Delete last sentence beginning with: “The fund avoided the down equity…”
Response: Done (see changed pages)
36.
Comment: Principal Risk Factors-Add language to Options Risk paragraph regarding: Put Options and add a paragraph explaining Fixed Income Risk.
Response: Done (see changed pages)
37.
Comment: THE FUND’S SHARE PRICE: In fifth sentence beginning with “The fund calculates….,” delete: “(other than money market instruments) it holds.” And the next sentence “The Fund values most money….”
Response: Done (see changed pages)
38.
Comment: FINANCIAL HIGHLIGHTS: Update data table to March 31, 2006 to 2010.
Response: Done (see changed pages)
Regarding: Forester Discovery Fund – INTLX
39.
Comment: Make same changes as Done (see changed pages) to Value Fund.
Response: Done (see changed pages)
40.
Comment: Principal Investment Strategies: In second paragraph, first sentence add: “the common stocks of” after “…65% of it net assets in…”
Response: Done (see changed pages)
41.
Comment: At end of paragraph, add sentence: “The fund was defensive from inception through 10/2008.
Response: Done (see changed pages)
42.
Comment: In third paragraph, delete second sentence: “Forester Capital performs…”
Response: Done (see changed pages)
43.
Comment: Principal Risk Factors: In Foreign Investment Risk: In last sentence, add: “war, expropriation, and nationalization.”
Response: Done (see changed pages)
44.
Comment: FUND PERFORMANCE: THE FORESTER DISCOVERY FUND: TOTAL RETURNS CALENDAR YEARS: Update table to 2000 – 2009.
Response: Done (see changed pages)
45.
Comment: Use year-to-date return performance as of June 30, 2010.
Response: Done (see changed pages)
46.
Comment: Add new paragraph after the “The tables below…” paragraph with 4B2i language.
Response: Done (see changed pages)
47.
Comment: In second paragraph “The tables below show…,” delete second sentence “The index information is intended…” to the end of paragraph.
Response: Done (see changed pages)
48.
Comment: In comment section below table: delete * & (1) comment.
Response: Done (see changed pages)
49.
Comment: In Principal Risk Factors: In Foreign Investment Risk: In last sentence, add “war, expropriation, and nationalization.”
Response: Done (see changed pages)
50.
Comment: THE FUND’S SHARE PRICE: In fifth sentence beginning with “The fund calculates….,” delete: “(other than money market instruments) it holds.” And delete the next sentence “The Fund values most….”
Response: Done (see changed pages)
If you have any questions or additional comments, please call Tom Forester at (224) 544-5123.
Best regards,
/s/ Thomas H Forester
Thomas H Forester