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| Jon Gaines | ||
| jonathan.gaines@dechert.com | ||
| +1 212 641 5600 Direct | ||
| +1 212 698 0446 Fax | ||
September 11, 2020
Securities and Exchange Commission
Attention: Deborah O’Neal-Johnson, Division of Investment Management
| Re: | Old Westbury Multi-Asset Opportunities Fund (the “Fund”), a series of Old Westbury Funds, Inc. (File No. 811-07912) |
Thank you for your telephonic comments regarding the Fund’s preliminary proxy statement on Schedule 14A, filed with the Securities and Exchange Commission (the “SEC” or “Staff”) on September 3, 2020, relating to the Special Meeting of Shareholders of the Fund being held to consider and act upon a proposal to liquidate and dissolve the Fund pursuant to the Plan of Liquidation adopted by the Board of Directors of Old Westbury Funds, Inc. (the “Company”). The Fund has considered your comments and has authorized us to make responses, changes and acknowledgements discussed below relating to the Fund’s proxy statement on its behalf. Below, we describe the changes made to the proxy statement in response to the Staff’s comments and provide any responses to or any supplemental explanations of such comments, as requested. These changes will be reflected in the definitive proxy statement on Schedule 14A, which will be filed via EDGAR on or about September 14, 2020.
| Comment 1. | Please confirm that the Fund will file a formal correspondence with the SEC responding to these comments. |
| Response 1. | We hereby confirm that the Fund will file a formal correspondence with the SEC. |
| Comment 2. | Please confirm that the Fund has stopped selling its shares. |
| Response 2. | We hereby confirm that, as of the close of business on September 4, 2020, the Fund was closed to all investors. |
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| Comment 3. | Please confirm that the Fund will stay current on all filings and that the Fund will take appropriate measures to provide the proxy statement to all shareholders of the Fund. |
| Response 3. | We hereby confirm that the Fund will stay current on all filings and that appropriate measures as required by the Securities Exchange Act of 1934, as amended, will be taken to provide the proxy to all shareholders of the Fund. |
| Comment 4. | Please ensure the series and class identifiers will be marked inactive on EDGAR once liquidation is consummated. |
| Response 4. | We hereby confirm the series and class identifiers will be marked inactive on EDGAR once liquidation is consummated. |
| Response 5. | We hereby represent and will disclose to shareholders if applicable that, in the course of the liquidation, the Fund will determine the collectability of all receivables and will add any uncollectable receivables to the cost of liquidation. We further represent that the Fund will account for any loss contingencies as appropriate and in accordance with applicable guidance, including FAS 5. | |
| We respectfully acknowledge your comment with respect to including an estimate of the liquidation cost in the proxy statement; however, we do not believe that Schedule 14A requires such disclosure. Further, the Adviser will bear the costs incurred in carrying out the Plan of Liquidation, and, as such, the liquidation costs will have no impact on the Fund’s shareholders. Accordingly, for these reasons, we do not believe that inclusion of an estimate of the liquidation cost is necessary or appropriate. |
| Comment 6. | Please disclose in the proxy statement the approximate costs of the solicitation of proxies. |
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| Response 6. | We have revised the disclosure accordingly. |
| Comment 7. | Please state when the Company was organized and consider adding additional disclosure regarding the Fund such as when the Fund was added as a series and any previous names of the Fund. |
| Response 7. | We have revised the disclosure accordingly. |
If you would like to discuss any of these responses in further detail or if you have any questions, please feel free to contact me at (212) 641-5600. Thank you.
/s/ Jon Gaines
Jon Gaines
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