[STRADLEY RONON LOGO] Stradley Ronon Stevens & Young, LLP
1220 19th Street, NW
Suite 600
Washington, DC 20036
Telephone (202) 822-9611
Fax (202) 822-0140
March 20, 2006
VIA Edgar and Email
Linda B. Stirling
Division of Investment Management
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Quaker Investment Trust (File Nos. 033-38074 and 811-6260) -
Response to SEC Comments on Preliminary Proxy Statements
Dear Ms. Stirling:
I am responding to your comments, provided via telephone to me related to the
two preliminary proxy statement filings made by Quaker Investment Trust (the
"Trust") on Schedule 14A on March 10, 2006. As you know, a separate preliminary
proxy statement was filed for use in soliciting the vote of shareholders to
approve the liquidation of the Quaker Fixed Income Fund and the Quaker Small-Cap
Trend Fund (each, a "Fund"). Please note that the changes to disclosure
indicated below will be made in the definitive proxy statements to be filed by
the Trust related to these matters. Your comment and our response to it are set
forth below.
In connection with our response to your comment, we acknowledge, on behalf of
the Trust and each Fund, that:
o Each Fund is responsible for the adequacy and accuracy of the
disclosure in the filing;
o Staff comments or changes to disclosure in response to staff comments
in the filing reviewed by the staff do not foreclose the Commission
from taking any action with respect to the filing; and
o Each Fund may not assert staff comments as a defense in any proceeding
initiated by the Commission or any person under the federal securities
laws of the United States.
Linda B. Stirling
March 20, 2006
Page 2 of 2
Comment: Please include the disclosure required by Item 6(d) of Schedule 14A in
the proxy statement for each Fund.
Response: We have added disclosure to Exhibit C in the respective proxy
statement as follows to address your comment:
For the Quaker Fixed Income Fund:
"As of February 28, 2006, all Trustees and Officers of the Quaker Fixed Income
Fund as a group owned beneficially or of record less than 1% of each Class of
the Quaker Fixed Income Fund."
For the Quaker Small-Cap Trend Fund:
"As of February 28, 2006, all Trustees and Officers of the Quaker Small-Cap
Trend Fund as a group owned beneficially or of record less than 1% of each Class
of the Quaker Small-Cap Trend Fund except as follows: 90.08% of the Class I
shares."
* * *
Should you have any questions or concerns regarding any of the above, please
contact me at (202) 419-8417.
Best Regards,
/s/ Prufesh R. Modhera
Prufesh R. Modhera, Esq.
cc: Tim Richards
Alan Gedrich
Chris Zimmerman
