3000 Two Logan Square
Eighteenth and Arch Streets
Philadelphia, PA 19103-2799
215.981.4000
Fax 215.981.4750
Lisa D. Zeises
direct dial: (215) 981-4722
zeisesl@pepperlaw.com
October 28, 2011
Via EDGAR
Filing Desk U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 | |
Re: Touchstone Funds Group Trust
Registration Statement on Form N-14
Ladies and Gentlemen:
Touchstone Funds Group Trust (the “Trust”) is hereby transmitting for filing a registration statement on Form N-14 (the “Registration Statement”) under the Securities Act of 1933 (the “1933 Act”) to register shares of beneficial interest (the “Shares”) of the Touchstone Total Return Bond Fund and the Touchstone Ultra Short Duration Fixed Income Fund, each a series of the Trust.
It is anticipated that the Shares would be issued to shareholders of the Old Mutual Barrow Hanley Core Bond Fund and the Old Mutual Dwight Short Term Fixed Income Fund, each a series of Old Mutual Funds II (each an “Old Mutual Fund”), in connection with (a) the proposed reorganization of the Old Mutual Barrow Hanley Core Bond Fund into the Touchstone Total Return Bond Fund and (b) the proposed reorganization of the Old Mutual Dwight Short Term Fixed Income Fund into the Touchstone Ultra Short Duration Fixed Income Fund, pursuant to an Agreement and Plan of Reorganization (“Agreement”).
The Agreement is subject to the requisite approval of each Old Mutual Fund’s shareholders at a meeting to be held in February 2012.
Pursuant to Rule 488 under the 1933 Act, it is proposed that this filing will become effective on November 28, 2011.
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www.pepperlaw.com
U.S. Securities and Exchange Commission
October 28, 2011
If you have any questions regarding the Registration Statement, please contact the undersigned at 215.981.4722 or John M. Ford at 215.981.4009.
| | Very truly yours, |
| | /s/ Lisa D. Zeises |
| | Lisa D. Zeises |
cc: Brian Hirsch, Esq.
John M. Ford, Esq.
