CHAPMAN AND CUTLER LLP 111 WEST MONROE STREET
CHICAGO, ILLINOIS 60603
October 19, 2010
Via EDGAR Correspondence
------------------------
Mr. Houghton Hallock
Division of Investment Management
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Re: Proxy Statements Relating to each of the
Exchange-Traded Funds and Closed-End Funds
advised by First Trust Advisors L.P,
and listed on Exhibit A
Dear Mr. Hallock:
We discussed your oral comments and questions via telephonic conferences
between September 30, 2010 and October 4, 2010 regarding the Preliminary Proxy
Statements filed by each of the exchange-traded funds and closed-end funds
advised by First Trust Advisors L.P., the ("Advisor") listed on Exhibit A
(collectively, the "Funds") on September 23, 2010 and September 24, 2010
(collectively, the "Proxy Statements"). Undefined terms have the meanings
ascribed to such terms in the Proxy Statements. As discussed, this letter is
intended to summarize your principal question relating to each of the Proxy
Statements.
As described in each of the Proxy Statements, the Advisor is an Illinois
limited partnership formed in 1991 and an investment advisor registered with the
Securities and Exchange Commission ("SEC") under the Investment Advisers Act of
1940. The Advisor has one limited partner, Grace Partners of DuPage L.P. ("Grace
Partners"), and one general partner, The Charger Corporation. Grace Partners is
a limited partnership with one general partner, also The Charger Corporation,
and a number of limited partners. The Charger Corporation is an Illinois
corporation that was previously controlled by members of the Robert Donald Van
Kampen family.
On October 12, 2010, members of the Robert Donald Van Kampen family sold
100% of the common stock of The Charger Corporation to James A. Bowen, the
President of the Advisor (the "Transaction") for $3,000,000. You have requested
that we confirm the nature of the change in the equity ownership of the Advisor
as a result of the Transaction. We confirm that, as a result of Transaction,
100% of the general partnership interest of the Advisor, 100% of the general
partnership interest of Grace Partners (the sole limited partner of the Advisor)
and a less than 1% limited partnership interest of Grace Partners was purchased
by Mr. Bowen due to his 100% purchase of The Charger Corporation. The limited
partnership interest in the Advisor (owned by Grace Partners) did not change as
a result of the Transaction.
Tandy Acknowledgement
In connection with the Funds' Proxy Statements, each Fund acknowledges that:
o the 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 filings reviewed by the staff do not foreclose the Commission
from taking any action with respect to the filing; and
o the 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.
Please call me at (312) 845-3273 if you have any further questions regarding
these matters.
Very truly yours,
Chapman and Cutler LLP
By: /s/ Walter L. Draney
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Walter L. Draney
EXHIBIT A
FIRST TRUST CLOSED-END FUNDS TICKER SYMBOL
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Macquarie/First Trust Global Infrastructure/
Utilities Dividend & Income Fund MFD
First Trust/Four Corners Senior Floating Rate Income Fund II FCT
Energy Income and Growth Fund FEN
First Trust Enhanced Equity Income Fund FFA
First Trust/Aberdeen Global Opportunity Income Fund FAM
First Trust/FIDAC Mortgage Income Fund FMY
First Trust Strategic High Income Fund FHI
First Trust Strategic High Income Fund II FHY
First Trust/Aberdeen Emerging Opportunity Fund FEO
First Trust Strategic High Income Fund III FHO
First Trust Specialty Finance and Financial Opportunities Fund FGB
First Trust Active Dividend Income Fund FAV
FIRST TRUST EXCHANGE-TRADED FUND
--------------------------------
First Trust Strategic Value Index Fund FDV
First Trust Dow Jones Internet Index(SM) Fund FDN
First Trust Dow Jones Select MicroCap Index(SM) Fund FDM
First Trust ISE Chindia Index Fund FNI
First Trust ISE-Revere Natural Gas Index Fund FCG
First Trust ISE Water Index Fund FIW
First Trust Morningstar Dividend Leaders(SM) Index Fund FDL
First Trust NASDAQ-100 Equal Weighted Index(SM) Fund QQEW
First Trust NASDAQ-100 Ex-Technology Sector Index(SM) Fund QQXT
First Trust NASDAQ-100-Technology Sector Index(SM) Fund QTEC
First Trust NASDAQ(R) ABA Community Bank Index Fund QABA
First Trust NASDAQ(R) Clean Edge(R) Green Energy Index Fund QCLN
First Trust NYSE Arca Biotechnology Index Fund FBT
First Trust S&P REIT Index Fund FRI
First Trust US IPO Index Fund FPX
First Trust Value Line(R) 100 Exchange-Traded Fund FVL
First Trust Value Line(R) Dividend Index Fund FVD
First Trust Value Line(R) Equity Allocation Index Fund FVI
FIRST TRUST EXCHANGE-TRADED FUND II
-----------------------------------
First Trust BICK Index Fund BICK
First Trust Dow Jones Global Select Dividend Index Fund FGD
First Trust STOXX(R) European Select Dividend Index Fund FDD
First Trust FTSE EPRA/NAREIT Developed Markets
Real Estate Index Fund FFR
First Trust ISE Global Copper Index Fund CU
First Trust ISE Global Engineering and Construction Index Fund FLM
First Trust ISE Global Platinum Index Fund PLTM
First Trust ISE Global Wind Energy Index Fund FAN
First Trust NASDAQ(R) Clean Edge(R) Smart Grid
Infrastructure Index Fund GRID
FIRST TRUST EXCHANGE-TRADED ALPHADEX(R) FUND
-----------------------------------------
First Trust Consumer Discretionary AlphaDEX(R) Fund FXD
First Trust Consumer Staples AlphaDEX(R) Fund FXG
First Trust Energy AlphaDEX(R) Fund FXN
First Trust Financials AlphaDEX(R) Fund FXO
First Trust Health Care AlphaDEX(R) Fund FXH
First Trust Industrials/Producer Durables AlphaDEX(R) Fund FXR
First Trust Materials AlphaDEX(R) Fund FXZ
First Trust Technology AlphaDEX(R) Fund FXL
First Trust Utilities AlphaDEX(R) Fund FXU
First Trust Large Cap Core AlphaDEX(R) Fund FEX
First Trust Mid Cap Core AlphaDEX(R) Fund FNX
First Trust Small Cap Core AlphaDEX(R) Fund FYX
First Trust Large Cap Value Opportunities AlphaDEX(R) Fund FTA
First Trust Large Cap Growth Opportunities AlphaDEX(R) Fund FTC
First Trust Multi Cap Value AlphaDEX(R) Fund FAB
First Trust Multi Cap Growth AlphaDEX(R) Fund FAD