STEVEN HOWARD showard@mrllp.com | New York Office 800 Third Avenue, 24th Floor New York, NY 10022 P 212.730.7700 F 212.730.7725 www.mrllp.com |
September 26, 2014 |
Mr. Derek B. Newman
Senior Counsel
U.S. Securities and Exchange Commission
100 F Street NE
Washington, D.C. 20549
Re: Aspiration Funds: File Nos. 333-192991 and 811-22922
Dear Mr. Newman:
The Aspiration Funds have agreed to the following matters:
1. | The Aspiration Funds have revised footnote four of the Prospectus to reflect all of the comments you gave me in our telephone conversation yesterday, as reflected in the attached redlined pages. |
2. | The Aspiration Funds undertake to have the comments referred to in 1 above incorporated in a Rule 497 filing to be made next week. |
3. | The Aspiration Funds agree supplementally that investments in mutual funds with share classes that charge 12b-1 fees will only be made if classes without 12b-1 fees are not available. |
The Aspiration Funds authorize me to convey to you that they acknowledge the following:
1. | Should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
2. | The action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Trust from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
3. | The Trust may not assert staff comments as a defense in any proceeding initiated by the Commission under the federal securities laws of the United States. |
Los Angeles | Orange County | Sacramento | San Francisco | New York
If you have any questions or additional comments, please call the undersigned at (646) 737-4949.
Very truly yours, | ||
/s/ Steven R. Howard | ||
Steven R. Howard |
SRH/lmr
cc: | Andrei Cherny |
Alexandra Hyman
Patricia Bruns
Robert Plaze
FUND SUMMARY
Aspiration Flagship Fund
Aspiration Flagship Fund
Investment Objective: The primary investment objective of the Aspiration Flagship Fund (the "Fund") is to seek long-term capital appreciation by providing risk-adjusted returns.
Fees and Expenses: This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.
Shareholder Fees (Fees paid directly from your investment) | ||
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) | 0.00% | |
Maximum deferred sales charge (load) (as a percentage of amount redeemed) | 0.00% | |
Redemption fee (as a percentage of amount redeemed) | 0.00% | |
Annual Fund Operating Expenses | ||
(Expenses that you pay each year as a percentage of the value of your investment) | ||
Management fee1 | 0.00% | 2.00% |
Distribution (Rule 12b-1) fees | 0.25% | .25% |
Other expenses2 | 1.29% | 1.29% |
Acquired fund fees and expenses3 | 1.22% | 1.22% |
Total annual fund operating expenses | 2.76% | 4.76% |
Expense reimbursements | 1.04% | 1.04% |
Total annual fund operating expenses after fee waivers and expense reimbursements4 | 1.72% | 3.72% |
1 | Investors in the Fund are clients of Aspiration Fund Adviser, LLC (the "Adviser") and may pay the Adviser a fee in the amount they believe is fair ranging from 0% to 2% of |
2 | Other expenses are based on estimated amounts for the Fund's first fiscal year. |
3 | These are expenses indirectly incurred by the Fund as a result of investing in one or more underlying investment companies (i.e., fees the Fund pays as a shareholder of the underlying investment company). Acquired fund fees and expenses are based on estimated amounts for the Fund's first fiscal year. |
4 | Aspiration Fund Adviser, LLC (the "Adviser") has signed an Expense Limitation Agreement (“Agreement”) with the Fund under which it agrees to limit annual fund operating expenses to 0.50% ("Maximum Operating Expense Limit). The Adviser will do this by |
Example
The example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. This example assumes that you invest $10,000 in the Fund for the time period indicated and then sell or hold all of your shares at the end of those periods, and that you made either no payment to the Fund’s adviser or the maximum annual payment of 2% of the amount invested in the Fundvalue of your account. The example also assumes that your investment has a 5% return each year and that the Fund's operating expenses remain the same (taking into account the expense reimbursement only in the first year). Although your actual costs may be higher or lower, based on these assumptions your costs would be:
1 Year | 3 Years | |
Assuming no payments to the Fund’s adviser | $175 | $758 |
Assuming a payment of 2% of the value of the shareholder’s account | $374 | $1,341 |
Portfolio Turnover: The underlying investment companies in which the Fund invest pay transaction costs, such as commissions, when they buy and sell securities (or “turns over” itstheir portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s investment return.
Principal Investment Strategies
The Adviser adheres to the philosophy that any well balanced wealth portfolio should include an allocation to alternative strategies. The Fund seeks to deliver risk-adjusted returns while providing investors with lower volatility than, and lower correlation with, traditional long-only