AQR Funds CORRESP Correspondence with SEC

	Simpson Thacher & Bartlett LLP
	900 G STREET , NW
	WASHINGTON, D .C. 20001
	TELEPHONE : +1-202-636-5500
	FACSIMILE: +1-202-636-5502
Direct Dial Number		E-mail Address
+1-202-636-5806		ryan.brizek@stblaw.com

VIA EDGAR

April 13, 2020

Re: AQR Funds

Investment Company Act File No. 811-22235

Ms. Christina DiAngelo Fettig

Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

Dear Ms. Fettig:

On behalf of AQR Funds (the "Trust"), including each series of the Trust (each, a "Fund," and together, the "Funds"), we herewith transmit the Trust's responses to the telephonic comments provided by you on behalf of the staff (the "Staff") of the Securities and Exchange Commission (the "Commission") on January 21, 2020 regarding the Trust's Shareholder Report on Form N-CSR filed with the Commission on November 29, 2019 and other filings. The Staff's comments are described below and have been summarized to the best of our understanding. Each comment applies to each Fund unless otherwise indicated. We have discussed the Staff's comments with representatives of the Trust. The Trust's responses to the Staff's comments are set out immediately under the restated comments. Unless otherwise indicated, defined terms used herein have the meanings set out in the Shareholder Report.

Prospectus Disclosure Comments

Comment 1	We note that each Fund's prospectus risk factors are in alphabetical
	order. Please reorder the principal risks of investing in the Fund to
	list the most important risks first. See ADI 2019-08 – Improving
	Principal Risks Disclosure.
Response	ADI 2019-08 specifically states: "This update is not a rule, regulation
	or statement of the Securities and Exchange Commission. Further, the
	Commission has neither approved nor disapproved its content. Future
	changes in rules, regulations, and/or staff no-action and interpretive

B E I J I N G H O N G K O N G H O U S T O N L O N D O N L O S A N G E L E S P A L O A L T O S ÷ O P A U L O T O K Y O W A S H I N G T O N , D . C .

Ms. Christina DiAngelo Fettig		April 13, 2020
	positions may supersede some or all of the information in a particular
	ADI." The Trust is not aware of any requirement in Form N-1A that
	requires a Fund's principal risks to be set forth in any particular order.
	As a result, each Fund respectfully declines to make the requested
	change. The Trust believes its risk factors can be located more easily
	when listed in alphabetical order.
Comment 2	AQR Core Plus Bond Fund. The financial statements indicate that
	the Adviser and/or its affiliates own 83.07% of the Fund's total
	outstanding shares. Consider whether the Fund's prospectus should
	include a risk factor to address shareholder concentration risk.
Response	The Adviser and its affiliates will maintain their investment in the
	Fund until a time when third-party assets invested in the Fund reach a
	level where, in the judgment of the Adviser, portfolio management of
	the Fund and the Fund's expense ratio would not be materially
	adversely impacted by the redemption. See "Organization of the
	Trust and a Description of the Shares" in the Fund's statement of
	additional information ("SAI"). As a result, the Fund does not believe
	a shareholder concentration risk factor is appropriate for this Fund.
Shareholder Report Comments
Comment 3	Management's Discussion of Fund Performance. Item 27(b)(7)(ii) of
	Form N-1A provides that the line graph should assume a $10,000
	initial investment at the beginning of the first fiscal year in an
	appropriate broad-based securities market index for the same period
	as the line graph for the Fund's performance; provided that
	Instruction 1(d) to this item indicates that the line graph should be
	based on the Fund's required minimum initial investment if that
	amount exceeds $10,000. In future shareholder reports, base this line
	graph on the Fund's required minimum initial investment.
Response	As disclosed in the "Investing With the AQR Funds" section of each
	Fund's prospectus, there is no minimum investment requirement for
	certain eligibility groups, including accounts and programs offered by
	certain financial intermediaries. A significant amount of the Funds'
	assets under management are held by intermediaries, which is why
	each Fund assumes a $10,000 initial investment.
Comment 4	Management's Discussion of Fund Performance. If a line graph
	shows more than 10 years of performance, modify the narrative under
	the line graph in future shareholder reports to clarify that the
	performance period shown in the chart exceeds 10 years, where
	applicable.

2

Ms. Christina DiAngelo Fettig		April 13, 2020
Response	The Funds anticipate showing only 10 years of performance history in
	future line graphs. If a Fund shows more than 10 years of
	performance history in the future, the Fund will modify the narrative
	under the line graph as requested.
Comment 5	AQR Core Plus Bond Fund – Management's Discussion of Fund
	Performance. Item 27(b)(7)(i) of Form N-1A provides that there
	should be a discussion of the factors that materially affected the
	Fund's performance during the most recently completed fiscal year,
	including the relevant market conditions and the investment strategies
	and techniques used by the Fund's investment adviser. The Staff
	observed that this Fund appears to use derivatives to a significant
	extent. A Fund whose performance was materially affected by
	derivatives should discuss that fact in its MDFP, including the impact
	of derivatives on performance for the most recently completed fiscal
	year. Please refer to the letter from Barry D. Miller, Associate
	Director, Office of Legal and Disclosure, to Karrie McMillan,
	General Counsel, Investment Company Institute, dated July 30, 2010.
	See http://www.sec.gov/divisions/investment/guidance/ici073010.pdf.
Response	The Fund uses derivatives, such as futures and swaps, as
	implementation tools in order to provide exposure to bonds and bond
	related instruments. In the event that a Fund's performance is
	materially affected by derivatives it will be discussed in the MDFP.
Comment 6	AQR Core Plus Bond Fund – TBA Transactions. With respect to TBA
	transactions, please supplementally describe whether the Fund
	exchanged Freddie Mac or Fannie Mae securities for the delivery of
	UMBS. If so, please describe (i) the accounting impact of the
	exchanges, and (ii) the adequacy of the Fund's UMBS disclosure in
	its prospectus.
Response	The Fund does not exchange Freddie Mac or Fannie Mae securities
	for the delivery of UMBS.
Comment 7	Affiliates Table in the Schedule of Investments. The roll forward
	amount should be based on value and not shares. See Footnote 1 to
	Rule 12-14 of Regulation S-X.
Response	Each Fund believes its interpretation of Rule 12-14 of Regulation S-X
	was reasonable and the manner in which it made disclosures on its
	Affiliates Table was appropriate and consistent with market practice.
	In future filings, the Funds will base the roll forward amount on value

based on the amendment to footnote 1 to Rule 12-14 of Regulation S- X.

3

Ms. Christina DiAngelo Fettig		April 13, 2020
Comment 8	Affiliates Table in the Schedule of Investments. The
	total dividend income should be reconcilable with the Statement of
	Operations. There is a difference for certain Funds that include
	securities lending collateral in their Affiliates Table but not in their
	Statement of Operations. See Footnote 6 to Rule 12-14 of Regulation
	S-X. Please explain.
Response	Dividend income earned from the Fund's direct investment in the
	Limited Purpose Cash Investment Fund is separately disclosed as a
	sub-total in the Affiliates Table in the Schedule of Investments which
	reconciles to the dividend income line item in the AQR Large Cap
	Defensive Style Fund's (the "Fund") Statement of Operations. The
	dividend income earned from the Fund's securities lending collateral
	investment in the Limited Purpose Cash Investment Fund of $118,038
	is also separately disclosed in the Affiliate Table and is included as a
	portion of the $169,324 in net securities lending income reported by
	the Fund in its Statement of Operations. The difference between the
	two amounts is attributed to securities lending income the Fund
	earned from investments of its cash collateral in unaffiliated
	investments.
	In light of the Staff's comment, in future shareholder reports the Fund
	will move the amount of securities lending collateral income from the
	Dividend Income column in its Affiliate Table to a footnote. If the
	Fund included this footnote in its last shareholder report, the footnote
	would have read: "Securities lending income from Affiliated Issuers
	amounted to $118,038 for the year ended September 30, 2019."
	Following this change, the total dividend income from affiliated
	issuers in the Affiliate Table will correspond to the line item in the
	Statement of Operations.
Comment 9	Custom Basket Disclosure in Schedule of Investments. When
	applicable, the lead in sentence to the disclosure should make clear to
	any investor that a Fund only discloses the largest 50 components of
	the basket swap, and any other components where the notional value
	of the component exceeds 1% of the notional value of the basket. See
	AICPA minutes from the Investment Companies Expert Panel on
	January 16, 2018, available here:
	https://www.aicpa.org/content/dam/aicpa/interestareas/frc/industryin
	sights/downloadabledocuments/inv/inv-ep-minutes/investment-
	comapnies-expert-panel-meeting-highlights-2018.pdf ("The SEC staff
	observed disclosures where it is difficult for a reader to determine
	how the components of the basket that are disclosed relate to the
	derivative as a whole.").
Response	The lead in sentence will be revised as follows when a Fund only
	discloses the 50 largest components of a basket swap: "The following
	4

Ms. Christina DiAngelo Fettig		April 13, 2020
	table represents disclosure associated with a subset of the underlying
	performance of the total return basket swap as of period end."
Comment 10	AQR International Multi-Style Fund, AQR TM International Multi-
	Style Fund, AQR International Momentum Style Fund, AQR TM
	International Momentum Style Fund and AQR International Equity
	Fund – Foreign Tax Reclaim Receivables. Please supplementally
	explain how the Funds monitor the collectability of these foreign tax
	reclaim receivables and the applicable countries.
Response	The Funds' management participates in periodic meetings with the
	Funds' administrator and custodian, JP Morgan, to review reclaims
	where the statute of limitations is close to being reached and performs
	a review to determine collectability. JP Morgan tracks and monitors
	tax reclaims receivables against established industry standards and
	reviews receivables that remain outstanding past established
	timeframes. The countries in which these Funds currently have
	foreign tax reclaim receivables are Australia, Austria, Belgium,
	Denmark, Finland, France, Germany, Ireland, Italy, Japan, Portugal,
	Spain, Switzerland and the United Kingdom.
Comment 11	Form N-1A Item 27(d)(6)(i). Where applicable, please describe the
	required information on a more specific basis for each Fund. Where
	applicable, the disclosure should address the effects of large net
	redemptions.
Response	The factors were considered by the Board on a Fund-by-Fund basis.
	The Funds will seek to assure that disclosure in future Shareholder
	Reports includes more specific discussion of the factors considered
	for each Fund.
Comment 12	Form N-1A Item 27(b)(6). The trustees disclosure in shareholder
	reports should include a statement that the SAI includes additional
	information about Fund trustees and is available, without charge,
	upon request, and a toll-free (or collect) telephone number for
	shareholders to call to request the SAI.
Response	The Funds will include this statement in future Shareholder Reports.
Form N-CEN Comments (period ended September 30, 2019)
Comment 13	AQR Emerging Defensive Style Fund – Item B.22. Please
	supplementally describe the net asset value error and whether any
	financial statements should be restated in light of the error.
Response	The error was a third-party error and was reprocessed. The error did
	not cross over a reporting period end. There was no impact to the
	Fund's financial statements. Thus, no restatement was warranted.
	5

Ms. Christina DiAngelo Fettig			April 13, 2020
Comment 14	Item B.23. The filing omitted the series information required by Item
	B.23.a of Form N-CEN when answering "yes." This information on
	Rule 19a-1 notices should be included in future filings.
Response	The Trust will include such disclosures in its future Form N-CEN
	filings.
Comment 15	Item C.20. Only borrowing Funds that participated in interfund
	lending were reported on this N-CEN. Why were no lending Funds
	reported?
Response	Each of the lending Funds during this period have a fiscal year end of
	December 31 and are therefore reported in a separate Form N-CEN
	filing.
Comment 16	AQR International Multi-Style Fund – Item C.20.c.ii. The Fund's
	response indicates that an interfund loan was outstanding for 15 days.
	Please explain how this interfund loan was in compliance with the
	Trust's interfund lending exemptive order.
Response	The AQR International Multi-Style Fund had five different interfund
	borrowings over the period ranging from two to five days outstanding,
	each of which complied with the conditions of the Trust's interfund
	lending exemptive order. None of the interfund loans during the
	period were outstanding for more than five days. The aggregate
	number of days in which the Fund had interfund loans outstanding
	across the five loans totaled 15 days, as is reported on Form N-CEN.
	In the future, each Fund will input information with respect to each
	interfund loan individually.
Comment 17	AQR Global Equity Fund, AQR International Equity Fund and AQR
	Core Plus Bond Fund – Item C.3. Please explain why these Funds
	are not index funds. Each of their investment strategies references
	tracking error.
Response	Each of the AQR Global Equity Fund and AQR International Equity
	Fund has an investment objective of seeking long-term capital
	appreciation. The AQR Core Plus Bond Fund has an investment
	objective of seeking total return. None of the Funds has an
	investment objective to track the performance of a particular index.
	The long-term average forecasted tracking error range disclosed in
	each Fund's principal investment strategies reflects an estimate of the
	Fund's long-term average tracking error in comparison to its
	benchmark. It is not an indication that the Fund seeks to track its
	benchmark.
	*	*	*
		6

Ms. Christina DiAngelo Fettig April 13, 2020

Please do not hesitate to contact me at (202) 636-5806 if you have comments or if you require additional information regarding the Shareholder Report or other filings.

Respectfully submitted,

/s/ Ryan P. Brizek

Ryan P. Brizek

cc:Nicole DonVito, Esq. John Hadermayer, Esq. David Blass, Esq.

7