Mailstop 3233
October 19, 2017
Via E-mail
Patrick J. Kane
Chairman, Frontier Fund Management LLC
Frontier Funds
c/o Frontier Fund Management LLC
25568 Genesee Trail Road
Golden, Colorado 80401
Re: Frontier Funds
Post-Effective Amendment to Form S-1
Filed September 25, 2017
File No. 333-210313
Dear Mr. Kane:
We have reviewed your post-effective amendment and have the following
comments. In
some of our comments, we may ask you to provide us with information so we may
better
understand your disclosure.
Please respond to this letter by amending your registration statement
and providing the
requested information. If you do not believe our comments apply to your facts
and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.
After reviewing any amendment to your registration statement and the
information you
provide in response to these comments, we may have additional comments.
General
1. We note that the post-effective amendment incorporates by reference your
annual report
on Form 10-K for the year ended December 31, 2016, as filed on March 31,
2017. We
further note that you filed a revised Form 10-K on April 3, 2017, and
that you filed
quarterly reports on Form 10-Q on May 15, 2017 and August 14, 2017.
Please revise the
post-effective amendment to incorporate by reference the foregoing and
all other reports
filed pursuant to Section 13(a) or 15(d) of the Exchange Act or proxy or
information
statements filed pursuant to Section 14 of the Exchange Act since the
end of the fiscal
year. Refer to General Instruction VII and Item 12 of Form S-1.
Patrick J. Kane
Frontier Funds
October 19, 2017
Page 2
2. We note that your allocation, past performance, and net asset value
disclosures are as of
March 31, 2017. Please revise to update these disclosures with data as
of a more recent
date, or advise us why it is appropriate to include such information as
of March 31, 2017.
3. Please revise the post-effective amendment to include the information
required by Part II
of Form S-1.
4. We note that the post-effective amendment is unsigned. Please revise to
include the
signatures of your principal executive officer or officers, principal
financial officer,
controller or principal accounting officer and at least a majority of
the board of directors
or persons performing similar functions. Refer to Instruction 1 to
Signatures on Form S-
1 for guidance.
The Managing Owner and CPO, page 50
5. We note your disclosure on page 50 that you have included the background
information
on the principals of the managing owner and Wakefield Advisors LLC, but
we can only
locate such disclosure for the principals of Wakefield Advisors LLC on
pages 52-54.
Please revise to include the background information on the principals of
the managing
owner.
6. We note your disclosure, here and elsewhere in the filing, that the
"managing owner has
delegated its commodity pool operator responsibilities to Wakefield
Advisors LLC."
Please revise your disclosure to clarify the relationship between the
managing owner and
Wakefield Advisors LLC, including whether there is an agreement in place
between the
managing owner and Wakefield Advisors LLC or their respective
affiliates. If
applicable, please also describe the material terms of any such
agreement, including
provisions pertaining to fees payable and termination provisions.
Additionally, please
tell us what consideration you have given to filing any such agreement
as an exhibit to
the post-effective amendment. Please refer to Items 404 and 601(b)(10)
of Regulation S-
K.
Trading Limitations, Policies and SwapsSwaps, page 58
7. We note your disclosure on page 32 that the Dividend Fund and the
Long/Short
Commodity Fund each invest in certain reference programs through total
returns swaps
with Deutsche Bank AG. Please revise to provide a description of the
platform through
which you enter into these swap transactions. Please also disclose the
material terms of
these swap transactions and explain how the reference indices are
constructed, whether
the composition and weighting of the indices may be adjusted, and how
returns are
determined. Additionally, please clarify the roles of Deutsche Bank and
the trading
advisors in connection with the construction and rebalancing of the
indices.
Patrick J. Kane
Frontier Funds
October 19, 2017
Page 3
8. Please revise your disclosure to explain the factors you consider in
determining whether
to allocate assets to trading advisors versus entering into swaps tied
the performance of
the relevant trading advisors programs.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Please contact Sara von Althann, Attorney Advisor, at (202) 551-3207 or
me at (202)
551-3466 with any questions.
Sincerely,
/s/ Coy Garrison
Coy Garrison
Special Counsel
Office of Real
Estate and
Commodities
cc: Matthew K. Kerfoot, Esq.
Dechert LLP