Morgan, Lewis & Bockius LLP
1111 Pennsylvania Avenue, NW
Washington, DC 20004
Tel: 202.739.3000
Fax: 202.739.3001
www.morganlewis.com

LAURA E. FLORES
202.739.5684
lflores@morganlewis.com

July 1, 2010

VIA EDGAR CORRESPONDENCE

Ms. Kimberly Browning
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549

Re:  RYDEX SERIES FUNDS (THE "TRUST") - POST EFFECTIVE AMENDMENT NO. 97
     (FILE NOS. 033-59692 AND 811-07584)

Dear Ms. Browning:

This letter responds to your comments conveyed to us during telephone
conferences on June 1, 2010 and June 23, 2010 relating to the Trust's
Post-Effective Amendment No. 97 ("PEA No. 97"), filed on March 24, 2010 for the
purpose of registering the following four new funds: Event Driven and Distressed
Strategies Fund, Alternative Strategies Fund, Long Short Equity Strategy Fund,
and Long Short Interest Rate Strategy Fund. The following summarizes your
comments, and our responses to those comments. Unless otherwise noted,
capitalized terms have the same meaning as contained in the Fund's Prospectus
and/or Statement of Additional Information ("SAI").

PROSPECTUS COMMENTS:

     1.   COMMENT. Confirm for each Fund, as applicable, that the costs of
          selling short, if material, will be reflected in the fee table as a
          separate line item. If such costs are immaterial for the Long Short
          Equity Fund and Long Short Treasury Fund, in particular, please
          explain how such a result is consistent with the Funds' principal
          investment strategies. Please include completed fee and expense
          information for each Fund in the response letter.

          RESPONSE. We have confirmed with our client that the Alternative
          Strategies Fund and Long Short Equity Fund are expected to incur short
          dividend expense and, therefore, have included a separate line item in
          the fee table for each Fund. For the Long Short Treasury Fund, the
          Fund achieves its short exposure primarily through the use of
          derivatives rather than short sales of securities. Thus, the fact that
          the Fund does not expect to incur material costs associated with short
          sales is not inconsistent with the Fund's principal investment
          strategies. We have included completed fee and expense tables for each
          Fund in APPENDIX A attached hereto.



Ms. Kimberly Browning
July 1, 2010
Page 2


     2.   COMMENT. Confirm that any interest expense will be included in the net
          operating expense total as the expense is not included in the expense
          cap. Please add language in a footnote to the fee table to disclose
          that the Total Annual Fund Operating Expenses After Fee Waiver and/or
          Expense Reimbursement amount will exceed the expense cap to the extent
          it includes interest, taxes, brokerage commissions, etc.

          RESPONSE. We have confirmed that any interest expense is included in
          the net operating expense total, and have revised the footnote that
          describes the contractual fee waiver accordingly.

     3.   COMMENT. Consider describing the Funds as index funds in each Fund's
          investment objective or principal investment strategy. Consider adding
          disclosure in the prospectus describing what type(s) of investors
          would be appropriate for each Fund.

          RESPONSE. We have made the requested changes and revised the
          prospectus accordingly.

     4.   COMMENT. Add risk disclosure on the cover page of the prospectus
          explaining that the funds are subject to risks that are similar to
          those of hedge funds. The disclosure should resemble disclosure
          required of closed-end funds of hedge funds.

          RESPONSE. We respectfully decline to include the additional requested
          disclosure because we believe that such disclosure is neither required
          (or permitted) by Form N-1A nor warranted by the Funds' investments.
          While the Funds do seek to generate investment performance that is
          similar to certain common hedge fund investment strategies, the Funds
          are structured as open-end management companies and will seek to
          achieve their respective investment objectives using only investments
          and investment techniques that are suitable for an open-end management
          company and its rigorous liquidity requirements. Therefore, we do not
          believe that the Funds present the same risks as either hedge funds or
          closed-end funds of hedge funds, both of which have greater
          flexibility to use investment techniques and invest in instruments
          that may generate greater leverage and/or illiquidity than a fund
          structured as an open-end management company.

     5.   COMMENT. For the Event Driven and Distressed Strategies Fund,
          Alternative Strategies Fund, and Long Short Equity Fund, please
          include disclosure in the prospectus regarding the amount of notice
          the Advisor would provide shareholders in the event of a change in a
          Fund's Underlying Index, E.G., 60 days notice.

          RESPONSE. We have included disclosure stating that the Advisor will
          attempt to provide shareholders with 30 days' prior notice of any
          change in a Fund's Underlying Index.

     6.   COMMENT. For the Event Driven and Distressed Strategies Fund,
          Alternative Strategies Fund, and Long Short Equity Fund, please
          explain why there are two indices (I.E., the Underlying Index and the
          Target Index). In addition, please disclose in each Fund's principal
          investment strategy what "non-investable" means with respect to each
          Fund's Target Index or equivalent thereof.

          RESPONSE. The references to the Target Indices were included in the
          prospectus to help explain the intended exposure of each Fund's
          Underlying Index, each of which was created to provide an investable
          version of its corresponding Target Index. After consulting with our
          client, we have elected to remove the disclosure concerning the Target
          Indices as our client does not believe the information is important to
          the Funds' principal investment strategies and may lead to investor


                                                                               2



Ms. Kimberly Browning
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Page 3


          confusion. We believe this change obviates the need to explain what
          "non-investable" means in each Fund's principal investment strategy.

     7.   COMMENT. For the Event Driven and Distressed Strategies Fund,
          Alternative Strategies Fund, and Long Short Equity Fund, please
          explain to the staff to what extent each Fund's Underlying Index is
          compiled based on a mechanical methodology versus active management.
          In addition, please explain to the staff: (i) whether any of the
          Underlying Indices were created or highly customized specifically for
          the Advisor; (ii) whether the Advisor pays any fees to the Underlying
          Index Providers and the nature of those fees; (iii) the age of each
          Underlying Index; (iv) whether the performance histories and
          methodologies are publicly available; and (v) whether the Funds' use
          of the Underlying Indices raises any conflicts of interest.

          RESPONSE. Each of the Event Driven and Distressed Strategies Fund's,
          Alternative Strategies Fund's, and Long Short Equity Fund's Underlying
          Indices are compiled based on a mechanical methodology, and none of
          the Underlying Indices were either created or customized for the
          Advisor. The Advisor will pay each Underlying Index provider a
          customary licensing fee in exchange for the use of the Underlying
          Index, including its name and intellectual property marks. The Credit
          Suisse Event Drive Liquid Index, the Merrill Lynch Factor Model, and
          the Credit Suisse Long/Short Equity Liquid Index were initially
          published in December 2009, June 2006, and March 2008, respectively.
          Information about the historical performance and construction of the
          Credit Suisse Event Driven Liquid Index and Credit Suisse Long/Short
          Equity Liquid Index is available to the public on Credit Suisse's
          website. Similarly, information about the historical performance and
          construction of the Merrill Lynch Factor Model is available to the
          public on Merrill Lynch's website. In addition, historical pricing
          data for each Underlying Index is publicly available via Bloomberg or
          Reuters. None of the Underlying Index providers are affiliated with
          the Advisor nor do we believe that the Funds' use of the Underlying
          Indices present any conflicts of interest.

     8.   COMMENT. Please explain to the staff whether each of the Event Driven
          and Distressed Strategies Fund, Alternative Strategies Fund, and Long
          Short Equity Fund seeks and expects to achieve a correlation to its
          Underlying Index of 0.95 or less.

          RESPONSE. We have confirmed with our client that each of the Event
          Driven and Distressed Strategies Fund, Alternative Strategies Fund,
          and Long Short Equity Fund seeks and expects to achieve a correlation,
          before fees and expenses, to its respective Underlying Index of 0.95
          or less.

     9.   COMMENT. For the Event Driven and Distressed Strategies Fund and
          Alternative Strategies Fund, please explain to the staff whether each
          Fund's name is subject to Rule 35d-1 under the Investment Company Act
          of 1940, and if so, how each Fund satisfies the 80% investment
          requirement set forth in Rule 35d-1.

          RESPONSE. The names of the Event Driven and Distressed Strategies Fund
          and Alternative Strategies Fund are derived from the names of common
          categories of hedge fund strategies and, thus, suggest types of
          investment strategies rather than types of investments.(1) For
          example, event

----------
(1)  "[T]he rule does not apply to fund names that incorporate terms such as
     "growth" and "value" that connote types of investment strategies as opposed
     to types of investments." "Final Rule: Investment Company Names,"
     Investment Company Act Release No. 24828 (Jan. 17, 2001).


                                                                               3



Ms. Kimberly Browning
July 1, 2010
Page 4

          driven hedge fund strategies include merger (risk) arbitrage
          strategies, credit structure arbitrage strategies and various other
          credit and distressed issuer-focused strategies. Therefore, we do not
          believe that either Fund is subject to Rule 35d-1 or the 80%
          investment requirement set forth in Rule 35d-1. Moreover, we do not
          believe that the Funds' names "would lead a reasonable investor to
          conclude that the [Funds] invest[] in a manner that is inconsistent
          with the [Funds'] intended investments or the risks of those
          investments."(2)

     10.  COMMENT. Please conform the Redemption Fee line item description to
          match previous Rydex Fund filings.

          RESPONSE. We have revised each Fund's fees and expenses table
          accordingly.

     11.  COMMENT. In the Fees and Expenses table for each Fund, please delete
          the reference to "waiver" in the "Fee Wavier and/or Expense
          Reimbursement" line item if the Advisor can recoup any fee reductions
          or expense reimbursements.

          RESPONSE. We have confirmed with our client that the Rydex Series
          Funds Board of Trustees and the Advisor have never exercised the
          recoupment provision for any of the Rydex Funds that have been or are
          currently subject to a contractual fee waiver. As a result, our client
          has agreed to eliminate the recoupment option in connection with the
          contractual expense limitation arrangements for each of the Funds.
          Therefore, we believe the need to revise the line item as requested is
          obviated.

     12.  COMMENT. Under the heading "Acquired Fund Fees and Expenses," please
          add a footnote explaining the fees and expenses consistent with Form
          N-1A.

          RESPONSE. We have revised the Funds' Fees and Expenses tables
          accordingly.

     13.  COMMENT. Under the heading "Portfolio Turnover," please delete the
          last sentence as the language is not required by Form N-1A.

          RESPONSE. We have revised the disclosure accordingly.

     14.  COMMENT. Please confirm that the disclosure in the SAI and prospectus
          concerning the Funds' ability and intent to borrow is consistent with
          each other. The SAI indicates that the Funds will borrow for
          investment purposes, but the prospectus does not include comparable
          disclosure.

          RESPONSE. We believe that the disclosure in the SAI and prospectus
          concerning the Funds' ability and intent to borrow is consistent with
          each other. The prospectus discloses that each of the Event Driven and
          Distressed Strategies Fund, Alternative Strategies Fund, and Long
          Short Equity Fund achieve leveraged exposure primarily through the use
          of derivatives, while the SAI discloses that each Fund may borrow
          money for investment purposes. The disclosure regarding the Funds'
          ability to borrow for investment purposes included in the SAI is
          permissive and not intended to represent a principal investment
          strategy of the Funds. Therefore, we have not included similar
          borrowing disclosure in the Funds' prospectus. At the staff's request,
          however,

----------
(2)  ID.


                                                                               4



Ms. Kimberly Browning
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Page 5


          we have added disclosure in the SAI that is intended to clarify that
          the Funds' do not intend to borrow money for investment purposes as
          part of their respective principal investment strategies.

     15.  COMMENT. Please confirm to the staff the number of expected
          counterparties for the Funds' investments in swap contracts. In
          addition, please confirm whether 25% or more of a Fund's net assets
          will be exposed to any single counterparty.

          RESPONSE. We have confirmed with our client, that the Advisor
          anticipates that the Event Driven and Distressed Strategies Fund
          initially will enter into up to eight swap contracts with two separate
          counterparties. The Long Short Equity Fund initially also will enter
          into up to four swap contracts with two separate counterparties. The
          number of swap contract counterparties for each Fund may vary over the
          life of the Funds. We also have confirmed with our client that it is
          the Advisor's practice to maintain each Fund's exposure to any single
          counterparty at or below 10% of the Fund's net assets. In addition,
          the Advisor has confirmed that there are multiple potential
          counterparties available to provide the exposure necessary to help
          achieve each Fund's investment objective. Also, as the staff may know,
          Rydex has implemented a number of safeguards to help mitigate the
          risks associated with investing in swap contracts, including
          negotiating monthly and intra-month swap rate resets to prevent
          excessively large spreads and monitoring counterparty risk on a daily
          basis.

     16.  COMMENT. Please disclose whether over-the-counter (OTC) trading risk
          is a principal risk of the Funds. If it is, please include
          corresponding disclosure in each Fund's "Principal Investment
          Strategies" section.

          RESPONSE. We have confirmed with our client that OTC risk is a
          principal risk of the Event Driven and Distressed Strategies Fund,
          Alternative Strategies Fund, and Long Short Equity Fund, and have
          included OTC principal risk disclosure in each Fund's "Principal
          Risks" section in the prospectus. We also have incorporated OTC
          disclosure in each Fund's "Principal Investment Strategies" section.

     17.  COMMENT. In each Fund's "Principal Investment Strategy" section,
          please refrain from using equivocal terms in the descriptions of the
          types of financial instruments and securities each Fund may invest in
          as part of its principal investment strategy.

          RESPONSE. Where appropriate we have revised the disclosure
          accordingly. However, with respect to the types of derivatives each
          Fund may invest in, we have confirmed with our client that the use of
          "primarily" to describe the types of investments the Fund may invest
          in is accurate, and respectfully decline to revise the description of
          the Fund's investments in a manner that might imply that the list of
          instruments is all-inclusive.

     18.  COMMENT. Please explain to the staff how each Fund's investments will
          produce the investment exposure necessary to meet each Fund's
          investment objective. For example for the Event Driven and Distressed
          Strategies Fund, will each individual investment include all of the
          risk and return characteristics of a hedge fund that pursues an event
          driven and distressed investment strategy or must the Fund's
          investments be aggregated in order to replicate the risk and return
          characteristics of an event driven distressed strategies hedge fund?


                                                                               5



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          In addition, for the Event Driven and Distressed Strategies Fund,
          please explain why the returns of the iBoxx $ Liquid High Yield Index,
          CDX North American High Yield Index, the Russell 2000(R) Index, Credit
          Suisse Merger Arbitrage Liquid Index, a basket of equity securities of
          the component corporations in the Credit Suisse High Yield Equities
          Index, a straddle option (the purchase (or sale) of a put option and
          call option with the same strike prices and expiration dates)
          constructed using S&P 500 put and call options, and two-year U.S.
          Treasury bonds generate risk and return characteristics that are
          similar to a hedge fund that pursues an event driven and distressed
          issuer investment strategy.

          RESPONSE. We have confirmed with our client that with the exception of
          certain of the Fund's swap contracts, which may individually replicate
          the risk and return characteristics of a Fund's benchmark, the Funds'
          investments are designed to produce risk and return characteristics
          similar to their respective benchmarks in the aggregate and not
          individually.

          The Event Driven and Distressed Strategies Fund is designed to
          generate investment performance similar to two hedge fund strategy
          categories - merger (risk) arbitrage strategies and distressed
          issuer-related strategies. The Fund seeks to obtain investment
          exposure similar to merger (risk) arbitrage strategies directly
          through a swap contract on the Credit Suisse Merger Arbitrage Liquid
          Index, which, in turn, represents exposure to North American and
          European merger and acquisition transactions. The remainder of the
          Fund's investments are intended, in the aggregate, to produce exposure
          similar to that generated by distressed issuer-related strategies, and
          may include high yield (or junk) bonds represented in the iBoxx $
          Liquid High Yield Index or CDX North American High Yield Index, a
          credit default swap, small cap equities and non-investment grade
          equities represented in the Credit Suisse High Yield Equities Index,
          and illiquidity factor that serves as a proxy for the illiquidity
          premium ascribed to the long-term nature of many distressed
          transactions.

     19.  COMMENT. Please explain to the staff why "Foreign Issuer Exposure
          Risk" is a principal risk of the Funds (except for the Long Short
          Treasury Fund).

          RESPONSE. With the exception of the Long Short Treasury Fund, each
          Fund's Underlying Index includes or may include non-U.S. issuers. As a
          result, it may be necessary for each of the Funds to invest directly
          or indirectly in the securities of foreign issuers to generate the
          necessary exposure to assist the Fund in meeting its investment
          objective. Each Fund's intention to invest in foreign common stock is
          disclosed in its "Principal Investment Strategies" section. While each
          Fund's foreign issuer exposure will vary depending on the composition
          of its Underlying Index, the Advisor anticipates that the Alternative
          Strategies Fund's and Long Short Equity Fund's average foreign issuer
          exposure will be approximately 29.9% and 25%, respectively. The
          Advisor anticipates that the Event Driven and Distressed Strategies
          Fund's average foreign issuer long and short exposure will be
          approximately 2.1% and -0.6%, respectively.

     20.  COMMENT. Following the Summary sections in the prospectus, please
          disclose where shareholders may obtain information about each Fund's
          Underlying Index.

          RESPONSE. We have included the requested disclosure.


                                                                               6



Ms. Kimberly Browning
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     21.  COMMENT. For each of the Funds, please confirm that all principal
          risks are disclosed and that each principal risk corresponds to the
          Fund's principal investment strategies. In addition, please explain to
          the staff why "Early Closing Risk" is a principal risk of the Funds.

          RESPONSE. We have confirmed with our client that all of the principal
          risks for each Fund are disclosed and that each principal risk
          corresponds to the Fund's principal investment strategies. In
          addition, in an effort to keep the Funds fully invested during the
          trading day, the Funds' portfolio managers conduct any necessary
          trading activity at or just prior to the close of trading. Because the
          Funds' trading activity is limited in this manner, an unanticipated
          early closing of an exchange could prevent a Fund from achieving its
          investment objective. Therefore, we consider "Early Closing Risk" to
          be a principal risk of the Funds.

     22.  COMMENT. For each of the Event Driven and Distressed Strategies Fund,
          Alternative Strategies Fund, and Long Short Equity Fund, please
          explain to the staff why "Large-Capitalization Securities Risk" is a
          principal risk of the Fund. In addition, please confirm whether each
          Fund's exposure to its Underlying Index may be net short or net long
          as currently disclosed in the "Large-Capitalization Securities Risk."

          RESPONSE. Each Fund's Underlying Index includes or may include
          large-capitalization issuers. As a result, it may be necessary for
          each of the Funds to invest, directly or indirectly, in the securities
          of large-capitalization issuers to generate the necessary exposure to
          assist the Fund in meeting its investment objective. We have confirmed
          with our client that each Fund's exposure to its Underlying Index will
          always be net long and have revised the "Large-Capitalization
          Securities Risk" accordingly.

     23.  COMMENT. For each of the Event Driven and Distressed Strategies Fund,
          Alternative Strategies Fund, and Long Short Equity Fund, please
          explain to the staff whether the Funds are considered actively managed
          index funds.

          RESPONSE. While each Fund is a traditional unmanaged index fund in
          that the Fund is not seeking to outperform or generate performance
          that is opposite the performance of its Underlying Index, each Fund
          does not seek to achieve its investment objective by replicating the
          components of the Underlying Index. Rather, the Advisor selects
          particular derivative or investment company investments that are
          designed to produce exposure similar to that of the Fund's benchmark
          or one or more components of its Underlying Index.

     24.  COMMENT. For each Fund, under the heading "Performance Information,"
          please conform the disclosure to that required for new funds by Item 4
          of Form N-1A.

          RESPONSE. We believe the existing disclosure is consistent with Item 4
          of Form N-1A. Because the Funds do not have annual returns for at
          least one calendar year, they are not required to include the bar
          chart and table required by (b)(2)(ii) and (iii) and, thus, are not
          required to include any explanation of how such information
          illustrates the variability of the Fund's returns.

          "A comparison of the [Event Driven and Distressed Strategies] Fund's
          performance with that of a broad measure of market performance may
          give some indication of the risks of an investment in the Fund;
          however, the Fund is new and, therefore, does not have a performance
          history. Of


                                                                               7



Ms. Kimberly Browning
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Page 8


          course, once the Fund has performance, this past performance (before
          and after taxes) does not necessarily indicate how the Fund will
          perform in the future.

          Following its completed first quarter of operations, updated
          performance information will be available on the Fund's website at
          www.rydex-sgi.com or by calling Rydex|SGI Client Services at
          800-820-0888."

     25.  COMMENT. For each Fund, please include a "Management" heading prior to
          the "Investment Adviser" and "Portfolio Managers" headings consistent
          with Item 5.

          RESPONSE. We have revised each Fund's Summary section accordingly.

     26.  COMMENT. For the Alternative Strategies Fund, under the heading
          "Principal Investment Strategies," please disclose what "alternative
          strategies" are.

          RESPONSE. While there is no single accepted definition, "alternative
          strategies" are generally considered to be non-traditional investment
          strategies or those that involve investment techniques other than
          long-only investments in traditional asset classes, I.E., stocks and
          bonds. At the staff's request, we have included disclosure to this
          effect in the Fund's "Principal Investment Strategies" section.

     27.  COMMENT. For the Alternative Strategies Fund, please explain to the
          staff why the Fund's investments are expected to generate returns and
          have risks similar to investable hedge fund alternatives.

          RESPONSE. The Alternative Strategies Fund initially expects to invest
          approximately 80 to 85% of the Fund's net assets in equity futures
          contracts, approximately 5 to 10% in currency futures contracts, and
          approximately 10% in exchange-traded funds registered under the
          Investment Company Act of 1940. The Fund's strategy is based upon
          hedge fund beta replication research that began in universities in the
          late 1990s. The Merrill Lynch Research and Factor Model (the "Model")
          built upon this work.

          The Model seeks to replicate the beta in a highly diversified pool of
          hedge funds, which could be represented by an index of a broad
          universe of hedge funds, which is not investable, or by one or more of
          the large highly diversified fund of hedge funds, which is investable.
          The beta of such funds can be replicated by a mix of common market
          exposures.

          The Merrill Lynch research began with 16 distinct factors. By the time
          the research was complete, that number was narrowed to the most
          pertinent 6 factors. The correlation to the S&P 500 has been in the .7
          to .9 range in the last few years. Equities and high yield also now
          have a correlation in that range. Thus, the index uses 4 equity-linked
          factors. Some hedge fund styles also use currency trades; thus, a
          currency factor is relevant. The final factor is one-month LIBOR. This
          combination of factors, as weighted by the Model, has generated
          returns typically between those of the non-investable broad universe
          and a representative fund of funds, as represented by the fund of
          funds index. The correlation to these two is above 0.85. Thus, the
          Model is believed to replicate well the beta portion of the
          non-investable universe of hedge funds and perform quite similarly to
          an investable highly diversified fund of funds.


                                                                               8



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Page 9


     28.  COMMENT. For the Long Short Equity Fund, please revise the disclosure
          of the Fund's Rule 35d-1 80% investment requirement to include
          reference to "plus any borrowings for investment purposes."

          RESPONSE. We have revised the disclosure accordingly.

     29.  COMMENT. For the Long Short Equity Fund, please disclose in the Fund's
          "Principal Investment Strategies" section what the "common liquid and
          investable market factors" referenced in third paragraph of that
          section are and how the Fund's investments are connected to those
          factors.

          RESPONSE. We have revised the disclosure accordingly.

     30.  COMMENT. Please confirm to the staff whether any of the Funds will use
          cash proceeds from short sales to purchase securities.

          RESPONSE: We have confirmed with our client that the Event Driven and
          Distressed Strategies Fund may use cash proceeds from short sales to
          purchase securities, but that the practice is neither anticipated nor
          integral to its principal investment strategies. Any such use of short
          sale proceeds will be in conformity with the Investment Company Act of
          1940 and related guidance. We also have included disclosure to this
          effect in the SAI under "Investment Policies, Techniques, and Risk
          Factors - Short Sales."

     31.  COMMENT. For each Fund, consider deleting the introductory language
          under "Portfolio Managers" as it is not required by Form N-1A.

          RESPONSE. We have revised the disclosure accordingly.

     32.  COMMENT. For the Long Short Interest Rate Strategy Fund, please
          explain to the staff whether the Fund hopes to generate returns
          through arbitrage of Treasury prices.

          RESPONSE. We have confirmed with our client, that the Fund will seek
          to generate returns based, in part, on the realization of arbitrage
          opportunities in the short-term price deviations of Treasury
          instruments. The Fund seeks to forecast the value of the short term
          price movements of U.S. Treasuries by adjusting the duration of the
          Fund's portfolio accordingly. For example, if Treasury prices are
          forecast to increase (expects rates/yields to decline), the Advisor
          positions the Fund's portfolio to have a longer duration, I.E.,
          towards the 10, 20 and 30 year notes and bonds, where the yield is
          greatest and the decline in yield will cause the greatest price
          movement. If prices are forecast to decline (yields increase), the
          Advisor positions the Fund's portfolio duration to be negative
          (capturing the inverse of the price decline) or short in terms of
          number of years of duration (to minimize the size of the potential
          price decline).

     33.  COMMENT. Please explain to the staff why the Long Short Treasury
          Fund's 80% investment requirement is consistent with Rule 35d-1. In
          particular, please explain what constitutes "treasury-related
          securities and/or derivatives thereof."

          RESPONSE. Following further discussion, our client has elected to
          rename the "Long Short Treasury Fund" the "Long Short Interest Rate
          Strategy Fund." We do not believe that the Fund's


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Ms. Kimberly Browning
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Page 10


          new name is subject to Rule 35d-1 and, thus, have deleted the
          previously disclosed 80% investment requirement.

     34.  COMMENT. For the Long Short Interest Rate Strategy Fund, under the
          heading "Principal Investment Strategies," please disclose what
          "neutral" means.

          RESPONSE. We have revised the disclosure to include the following
          sentence:

          "A neutral portfolio seeks to generate a return that is representative
          of the return of the overall Treasury market."

     35.  COMMENT. Please confirm to the staff whether the Long Short Interest
          Rate Strategy Fund is indeed non-diversified.

          RESPONSE. The Fund anticipates investing approximately 95% of its net
          assets in government securities and approximately 5% in futures
          contracts on government securities. Thus, the Fund will be
          diversified. We have revised the disclosure accordingly.

     36.  COMMENT. Please explain to the staff why "Liquidity Risk" is a
          principal risk of the Long Short Interesta Rate Strategy Fund.

          RESPONSE. "Liquidity Risk" is not included as a principal risk of the
          Long Short Interest Rate Strategy Fund, and we have confirmed with our
          client that it is not a principal risk of the Fund.

     37.  COMMENT. For each of the Funds, if high portfolio turnover is integral
          to the Funds' principal investment strategies, please include
          disclosure to that effect in each Fund's "Principal Investment
          Strategies" section.

          RESPONSE. We have revised each Fund's "Principal Investment
          Strategies" section as applicable.

     38.  COMMENT. Under the heading "Fund Benchmarks: Credit Suisse Event
          Driven Liquid Index," the disclosure references "funds." Insert the
          word "hedge" before "fund" references in the second paragraph of
          Credit Suisse Event Driven Liquid Index explanation.

          RESPONSE. We have revised the disclosure accordingly.

     39.  COMMENT. Under the heading "Calculating NAV," the disclosure states
          that the holidays generally observed by the NYSE are listed in the
          Funds' SAI. Please list these dates in the prospectus. Further, the
          disclosure states that, "(I)f market prices are unavailable or a Fund
          thinks that they are unreliable, the Fund prices those securities at
          fair value as determined in good father using methods approved by the
          Board of Trustees." Please clarify whether it is the Advisor or the
          Fund's Board that determines if market prices are unreliable and
          prices the securities at fair value.

          RESPONSE. We believe our prospectus disclosure concerning the Funds'
          calculation of NAV in situations where the NYSE closes early is
          consistent with Form N-1A as the instructions to Item 11(a)(3) state
          that a Fund may use either "a list of specific days or any other means
          that effectively communicates the information (E.G., explaining that
          shares will not be priced on the days on which the New York Stock
          Exchange is closed for trading)." The existing prospectus disclosure
          states that the Funds will calculate NAV early only on days when the
          NYSE closes


                                                                              10



Ms. Kimberly Browning
July 1, 2010
Page 11


          early "such as days in advance of holidays generally observed by the
          NYSE." We believe that latter description is the type of disclosure
          specifically contemplated by the example provided in the Form N-1A
          instructions to Items 11(a)(3). However, as requested, we have
          clarified that it is the Advisor that determines when the market price
          of a security is unreliable and, pursuant to policies and procedures
          adopted by the Funds' Board, prices the security at fair value.

     40.  COMMENT. Please confirm whether the Advisor uses the notional value of
          a swap contract to determine the fair value of the swap contract.

          RESPONSE. We have confirmed with our client that the Advisor generally
          values total return index swap contracts invested in by the Funds by
          multiplying the number of swap units by the value of the underlying
          index.

     41.  COMMENT. Under the heading "Transaction Cut-Off Times," the disclosure
          states that the cut-off times for the various communication methods is
          "Market Close." Please consider revising the disclosure to replace
          "Market Close" with "4:00 pm or earlier close."

          RESPONSE. We have revised the disclosure accordingly.

     42.  COMMENT. Please explain why the Funds' practice of employing "cut-off
          times," as described in the Prospectus, is permissible under Rule
          22c-1 under the Investment Company Act of 1940.

          RESPONSE. The Funds' use of cut-off times is not undertaken in
          reliance on no-action or exemptive relief. Rather, we believe that the
          Funds' use of cut-off times is consistent with the purpose of Rule
          22c-1.(3)

          The investment objective of each Fund is to track the performance of a
          specified benchmark. To meet its objective, each Fund seeks to be
          fully invested in the market (as represented by the underlying index)
          on a "real time" basis, I.E., to be fully invested at market close
          each day. To the extent a Fund is not fully invested in the market at
          the end of a trading day, its performance will not track the
          performance of the applicable underlying index -- depending on the
          facts, the Fund's performance will be either higher or lower than that
          of its underlying index.(4) The transaction cut-off times are designed
          to provide the Advisor with sufficient time to execute

----------
(3)  The SEC has stated that the purpose of adopting Rule 22c-1 was to
     "eliminate or reduce so far as reasonably practicable any dilution of the
     value of outstanding redeemable securities of registered investment
     companies through (i) the sale of such securities at a price below their
     net asset value or (ii) the redemption or repurchase of such securities at
     a price above their net asset value." Investment Company Act Release No.
     5519 (October 16, 1968).

(4)  For example, currently, if the adviser receives $10 million in purchase
     orders by 3:45 p.m., it would have 15 minutes to process the orders and
     invest that money in the market. However, absent the Transaction Cut Off,
     if the adviser receives the same orders after 3:45 p.m., the adviser would
     likely not have enough time to process the orders and invest the $10
     million dollars prior to market close. As a result, the Fund would, at the
     end of the day, have $10 million of uninvested assets. Should the market
     rise between 4:00 p.m. and whenever the Fund is able to get all the money
     invested the next day, the Fund would not be able to track its index.

                                                                              11



Ms. Kimberly Browning
July 1, 2010
Page 12


          purchases or sales of portfolio instruments at the 4 p.m. price, so
          that, consistent with the Funds' investment objectives, the Funds are
          fully invested at the market close.

          Consistent with the purpose of Rule 22c-1, the transaction cut-off
          times also assure that each purchasing and redeeming shareholder
          receives full value for the investment, while protecting existing
          shareholders against the dilutive effects of purchase orders in a
          rising market and redemption orders in a falling market.(5) In
          addition, the Funds and their transfer agent do not "receive" purchase
          or redemption requests after the cut-off times disclosed in the
          Prospectus. If a shareholder attempts to call the transfer agent after
          the cut-off times, but before that day's NAV is calculated, the
          shareholder would be informed by the transfer agent service
          representative that the trade is not eligible for the current day's
          NAV and offered the option of placing the trade for the following
          day's NAV. Consequently, each purchase and redemption is effected at
          the current NAV next determined after the Fund or its transfer agent
          receives the order consistent with Rule 22c-1.

          We believe that the imposition of transaction cut-off times is a
          reasonable policy that is designed to accommodate the needs of all
          shareholders, including active investors, without unduly compromising
          the Funds' ability to pursue their investment objectives or adversely
          affecting shareholders' interests. The Funds' Advisor derives no
          direct or indirect benefit from the transaction-cut off times, nor
          does any other entity related to the Advisor or to the Funds.

          For your reference, we have discussed the Funds' use of cut-off times
          with the staff on several occasions in the past, including in a
          meeting with Barry Miller and other SEC staff on April 26, 2001. We
          also have provided additional information in response to questions
          from the staff about our client's need for the cut-off times as well
          as the application of the cut-off times. If you would find it helpful,
          we would be happy to provide you with this correspondence.

SAI COMMENTS:

     43.  COMMENT. Under the heading "Investment Policies, Techniques and Risk
          Factors" in the Funds' SAI, please distinguish between principal and
          non-principal investment strategies. In the alternative, please
          indicate to the staff when Rydex intends to revise its SAIs to
          distinguish between principal and non-principal investment strategies
          under the heading "Investment Policies, Techniques and Risk Factors."

          RESPONSE. We have confirmed with our client that it intends to revise
          certain of its SAIs to distinguish between principal and non-principal
          investment strategies under the heading "Investment Policies,
          Techniques and Risk Factors" in connection with the Rydex Series Funds
          2010 annual update filing, which will be filed on or about August 1,
          2010. Rydex will revise the remaining SAIs in connection with their
          subsequent respective annual update filings.

----------
(5)  In a volatile market, a "late" investor can effectively dilute the
     interests of existing shareholders. Dilution occurs when the Fund invests
     in securities, the next day, at a price higher than that used to calculate
     NAV for a "late" purchase. Similarly, dilution would occur when the Fund
     sell securities, the next day, at a price lower than that used to calculate
     NAV for a "late" redemption.


                                                                              12



Ms. Kimberly Browning
July 1, 2010
Page 13


     44.  COMMENT. Please revise the disclosure regarding the Funds' ability to
          pledge portfolio securities consistent with prior staff comments.

          RESPONSE. As requested we have replaced the last sentence of the last
          paragraph under "Borrowing" with the following sentence:

          While the Funds do not anticipate doing so, each Fund is authorized to
          pledge (I.E., transfer a security interest in) portfolio securities in
          an amount up to one-third of the value of the Fund's total assets in
          connection with any borrowing.

     45.  COMMENT. Under the headings "Repurchase Agreements" and "Reverse
          Repurchase Agreements," disclose the maximum percentage of assets that
          the Funds may invest in repurchase agreements and reverse repurchase
          agreements.

          RESPONSE. Disclosure has been added explaining that there is no limit
          on the percentage of Fund assets that may be used in connection with
          repurchase agreements and reverse repurchase agreements, although the
          Fund does not expect to engage, under normal circumstances, in reverse
          repurchase agreements with respect to more than 33 1/3% of its assets.

     46.  COMMENT. Under the heading "Special Considerations Regarding the Use
          of Leveraged Investment Strategies," please disclose what "other forms
          of leverage" the Funds anticipate using or clarify there are no other
          forms of leverage.

          RESPONSE. We have clarified the language by deleting the reference to
          "other forms of leverage."

     47.  COMMENT. Under the heading "Fundamental Policies: Fundamental Policy
          No. 1" or under "Reverse Repurchase Agreements," please disclose the
          maximum limit for investing in reverse repurchase agreements.

          RESPONSE. We have revised the disclosure under "Reverse Repurchase
          Agreements" accordingly.

     48.  COMMENT. Under the heading "Fundamental Policies: Fundamental Policy
          No. 2," please disclose the limit applicable to the Funds' ability to
          lend securities as specified in (iii) of the fundamental policy. In
          addition, please clarify that the securities subject to lending are
          the Funds' portfolio securities.

          RESPONSE. As disclosed under "Lending of Portfolio Securities," each
          Fund may lend its portfolio securities in an amount not exceeding 33
          1/3% of the total asset value of the Fund (including loan collateral).
          The Funds, however, have not adopted this limitation as a fundamental
          policy, and could, consistent with the Investment Company Act and
          related SEC guidance and appropriate disclosure, lend their securities
          beyond the 33 1/3% self-imposed limitation so long as any portfolio
          securities lent are fully collateralized. To clarify Fundamental
          Policy No. 2, we will include a footnote to (iii) explaining this
          latter point.

     49.  COMMENT. Under the heading "Fundamental Policies: Fundamental Policy
          No. 7," please clarify that the Funds will not invest in other
          investment companies that have an affirmative policy to


                                                                              13



Ms. Kimberly Browning
July 1, 2010
Page 14


          concentrate their investments in the securities of one or more issuers
          conducting their principal business activities in the same industry
          disclosed in their registration statements.

          RESPONSE. We have included the following footnote to Fundamental
          Policy No. 7:

          The Fund will not invest 25% or more of the value of its total assets
          in the shares of one or more investment companies with an affirmative
          investment policy to invest 25% or more of its assets in the
          securities of one or more issuers conducting their principal business
          activities in the same industry, as disclosed in its then-current
          registration statement.

     50.  COMMENT. In the last paragraph under the heading "Non-Fundamental
          Policies," please reconcile the language regarding borrowings that
          exceed 5% of a Fund's total assets with the language in Fundamental
          Policy No. 1 that states that asset coverage is not required where the
          Fund has borrowed for temporary purposes in amounts not exceeding 5%
          of its total assets.

          RESPONSE. We believe the language in both sections is consistent with
          each other and, thus, have not made the requested revisions.

                                       ***

I hereby acknowledge on behalf of Rydex Series Funds (the "Trust") that: (i) the
Trust is responsible for the adequacy and accuracy of the disclosure in its
registration statement; (ii) SEC staff comments or changes to disclosure in
response to staff comments in the registration statement reviewed by the staff
do not foreclose the SEC from taking any action with respect to the registration
statement; and (iii) the Trust may not assert SEC staff comments as a defense in
any proceeding initiated by the SEC or any person under the federal securities
laws of the United States.

If you have any additional questions or comments, please do not hesitate to
contact me at 202.739.5684 or John McGuire at 202.739.5654.

Sincerely,

/s/ Laura E. Flores
-----------------------------------
Laura E. Flores

cc:  Amy Lee
     Joanna Haigney
     W. John McGuire
     Ashley Vroman-Lee


                                                                              14



Ms. Kimberly Browning
July 1, 2010
Page 15


                                   APPENDIX A

                             FUND FEES AND EXPENSES

EVENT DRIVEN AND DISTRESSED STRATEGIES FUND

FEES AND EXPENSES OF THE FUND - This table describes the fees and expenses that
you may pay if you buy and hold A-Class Shares and C-Class Shares of the Fund.
You may qualify for sales charge discounts if you and your family invest, or
agree to invest in the future, at least $100,000 in Rydex Funds. More
information about these and other discounts is available from your financial
professional and in "Sales Charges" on page 31 of this prospectus and in
"A-Class Shares - Initial Sales Charges, Reductions, and Waivers" beginning on
page 61 of the Fund's Statement of Additional Information ("SAI").


                                                                                               
SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)         4.75%   None
Maximum Deferred Sales Charge (Load) (as a percentage of initial purchase price or current
   market value, whichever is less)                                                          None    1.00%
Redemption Fee (on shares redeemed within 30 days of purchase) (as a percentage of amount
   redeemed, if applicable)                                                                  1.00%   1.00%



                                                                                               
ANNUAL FUND OPERATING EXPENSES
(EXPENSES THAT YOU PAY EACH YEAR AS A PERCENTAGE OF THE VALUE OF YOUR INVESTMENT)
Management Fees                                                                              0.90%   0.90%
Distribution or Shareholder Service (12b-1) Fees                                             0.25%   1.00%
Other Expenses*                                                                              0.87%   0.87%
Total Annual Fund Operating Expenses                                                         2.02%   2.77%
Fee Waiver and/or Expense Reimbursement                                                      0.12%   0.12%
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement**         1.90%   2.65%


*    "Other Expenses" are based on estimated amounts for the current fiscal
     year.

**   The Advisor has contractually agreed to reduce fees and/or reimburse
     expenses to the extent necessary to keep net operating expenses for A-Class
     Shares and C-Class Shares (excluding interest, taxes, brokerage
     commissions, Acquired Fund Fees and Expenses, and extraordinary expenses
     ("Excluded Expenses")) from exceeding 1.90% and 2.65%, respectively, of the
     Fund's A-Class Shares and C-Class Shares average daily net assets until
     July 31, 2011. The total annual fund operating expenses after fee waiver
     and/or expense reimbursement includes excluded expenses and, thus, from
     time to time may be higher than 1.90% and 2.65%, respectively. This
     Agreement may be terminated: (i) by the Board, for any reason at any time,
     or (ii) by the Advisor, upon ninety (90) days' prior written notice to the
     Trust, effective as of the close of the business on the last day of the
     then-current one-year period.

LONG SHORT EQUITY STRATEGY FUND

FEES AND EXPENSES OF THE FUND - This table describes the fees and expenses that
you may pay if you buy and hold A-Class Shares and C-Class Shares of the Fund.
You may qualify for sales charge discounts if you and your family invest, or
agree to invest in the future, at least $100,000 in Rydex Funds.


                                                                              15



Ms. Kimberly Browning
July 1, 2010
Page 16


More information about these and other discounts is available from your
financial professional and in the "Sales Charges" on page 31 of this prospectus
and in "A-Class Shares - Initial Sales Charges, Reductions, and Waivers"
beginning on page 61 of the Fund's Statement of Additional Information ("SAI").


                                                                                              
SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)         4.75%  None
Maximum Deferred Sales Charge (Load) (as a percentage of initial purchase price or current
   market value, whichever is less)                                                          None   1.00%
Redemption Fee (on shares redeemed within 30 days of purchase) (as a percentage of amount
   redeemed, if applicable)                                                                  1.00%  1.00%



                                                                                              
ANNUAL FUND OPERATING EXPENSES
(EXPENSES THAT YOU PAY EACH YEAR AS A PERCENTAGE OF THE VALUE OF YOUR INVESTMENT)
Management Fees                                                                              0.90%  0.90%
Distribution or Shareholder Service (12b-1) Fees                                             0.25%  1.00%
Total Other Expenses*                                                                        0.88%  0.88%
   Short Dividend Expense                                                                    0.01%  0.01%
   Other Expenses                                                                            0.87%  0.87%
Total Annual Fund Operating Expenses                                                         2.03%  2.78%
Fee Waiver and/or Expense Reimbursement                                                      0.13%  0.13%
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement**         1.90%  2.65%


*    "Total Other Expenses" are based on estimated amounts for the current
     fiscal year.

**   The Advisor has contractually agreed to reduce fees and/or reimburse
     expenses to the extent necessary to keep net operating expenses for A-Class
     Shares and C-Class Shares (excluding interest, taxes, brokerage
     commissions, Acquired Fund Fees and Expenses, and extraordinary expenses
     ("Excluded Expenses")) from exceeding 1.90% and 2.65%, respectively, of the
     Fund's A-Class Shares and C-Class Shares average daily net assets until
     July 31, 2011. The total annual fund operating expenses after fee waiver
     and/or expense reimbursement includes excluded expenses and, thus, from
     time to time may be higher than 1.90% and 2.65%, respectively. This
     Agreement may be terminated: (i) by the Board, for any reason at any time,
     or (ii) by the Advisor, upon ninety (90) days' prior written notice to the
     Trust, effective as of the close of the business on the last day of the
     then-current one-year period.

ALTERNATIVE STRATEGIES FUND

FEES AND EXPENSES OF THE FUND - This table describes the fees and expenses that
you may pay if you buy and hold A-Class Shares and C-Class Shares of the Fund.
You may qualify for sales charge discounts if you and your family invest, or
agree to invest in the future, at least $100,000 in Rydex Funds. More
information about these and other discounts is available from your financial
professional and in "Sales Charges" on page 31 of this prospectus and in the
"A-Class Shares - Initial Sales Charges, Reductions, and Waivers" beginning on
page 61 of the Fund's Statement of Additional Information ("SAI").


                                                                              16



Ms. Kimberly Browning
July 1, 2010
Page 17



                                                                                              
SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)         4.75%  None
Maximum Deferred Sales Charge (Load) (as a percentage of initial purchase price or current
   market value, whichever is less)                                                          None   1.00%
Redemption Fee (on shares redeemed within 30 days of purchase) (as a percentage of amount
   redeemed, if applicable)                                                                  1.00%  1.00%



                                                                                              
ANNUAL FUND OPERATING EXPENSES
(EXPENSES THAT YOU PAY EACH YEAR AS A PERCENTAGE OF THE VALUE OF YOUR INVESTMENT)
Management Fees                                                                              0.90%  0.90%
Distribution or Shareholder Service (12b-1) Fees                                             0.25%  1.00%
Total Other Expenses*                                                                        0.93%  0.93%
   Short Dividend Expense                                                                    0.01%  0.01%
   Other Expenses                                                                            0.92%  0.92%
Acquired Fund Fees and Expenses**                                                            0.01%  0.01%
Total Annual Fund Operating Expenses                                                         2.09%  2.84%
Fee Waiver and/or Expense Reimbursement***                                                   0.19%  0.19%
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement           1.90%  2.65%


*    "Total Other Expenses" are based on estimated amounts for the current
     fiscal year.

**   "Acquired Fund Fees and Expenses" are based on estimated amounts for the
     current fiscal year. As a shareholder in certain funds (the "Acquired
     Funds"), each Fund may indirectly bear its proportionate share of the fees
     and expenses of the Acquired Funds. "Acquired Fund Fees and Expenses" are
     based upon (i) the approximate allocation of the Fund's assets among the
     Acquired Funds and the (ii) net expenses (excluding interest, taxes and
     extraordinary expenses) of the Acquired Funds during their most recently
     completed fiscal year. "Acquired Fund Fees and Expenses" will vary with
     changes in the expenses of the Acquired Funds, as well as allocation of the
     Fund's assets, and may be higher or lower than those shown.

***  The Advisor has contractually agreed to reduce fees and/or reimburse
     expenses to the extent necessary to keep net operating expenses for A-Class
     Shares and C-class Shares (excluding interest, taxes, brokerage
     commissions, Acquired Fund Fees and Expenses, and extraordinary expenses
     ("Excluded Expenses")) from exceeding 1.90% and 2.65%, respectively, of the
     Fund's A-Class Shares and C-Class Shares average daily net assets until
     July 31, 2011. The total annual fund operating expenses after fee waiver
     and/or expense reimbursement includes excluded expenses and, thus, from
     time to time may be higher than 1.90% and 2.65%, respectively. This
     Agreement may be terminated: (i) by the Board, for any reason at any time,
     or (ii) by the Advisor, upon ninety (90) days' prior written notice to the
     Trust, effective as of the close of the business on the last day of the
     then-current one-year period.

LONG SHORT INTEREST RATE STRATEGY FUND

FEES AND EXPENSES OF THE FUND - This table describes the fees and expenses that
you may pay if you buy and hold A-Class Shares and C-Class Shares of the Fund.
You may qualify for sales charge discounts if you and your family invest, or
agree to invest in the future, at least $100,000 in Rydex Funds. More
information about these and other discounts is available from your financial
professional and in "Sales Charges" on page 31 of this prospectus and in
"A-Class Shares - Initial Sales Charges, Reductions, and Waivers" beginning on
page 61 of the Fund's Statement of Additional Information ("SAI").


                                                                              17



Ms. Kimberly Browning
July 1, 2010
Page 18



                                                                                              
SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)         4.75%  None
Maximum Deferred Sales Charge (Load) (as a percentage of initial purchase price or current
   market value, whichever is less)                                                          None   1.00%
Redemption Fee (on shares redeemed within 30 days of purchase) (as a percentage of amount
   redeemed, if applicable)                                                                  1.00%  1.00%



                                                                                              
ANNUAL FUND OPERATING EXPENSES
(EXPENSES THAT YOU PAY EACH YEAR AS A PERCENTAGE OF THE VALUE OF YOUR INVESTMENT)
Management Fees                                                                              0.75%  0.75%
Distribution or Shareholder Service (12b-1) Fees                                             0.25%  1.00%
Other Expenses*                                                                              0.52%  0.52%
Total Annual Fund Operating Expenses                                                         1.52%  2.27%


*    "Other Expenses" are based on estimated amounts for the current fiscal
     year.


                                                                              18