UNITED STATES OF AMERICA BEFORE THE
SECURITIES AND EXCHANGE COMMISSION

INVESTMENT COMPANY ACT OF 1940
Release No. 30061 / May 8, 2012

In the Matter of

Huntington Asset Advisors, Inc.
Huntington Strategy Shares
SEI Investments Distribution Co.

41 South High Street
Columbus, Ohio 43215

(812-13785)


ORDER UNDER SECTIONS 6(c), 12(d)(1)(J) AND 17(b) OF THE
 INVESTMENT COMPANY ACT OF 1940

Huntington Asset Advisors, Inc., Huntington Strategy Shares,
 and SEI Investments Distribution Co. filed an application on
 June 17, 2010, and amendments to the application on
 October 10, 2010, June 10, 2011, February 24, 2012,
 April 3, 2012, and April 25, 2012, requesting an order under
 section 6(c) of the Investment Company Act of 1940 ("Act")
 for an exemption from sections 2(a)(32), 5(a)(1), 22(d) and
 22(e) of the Act and rule 22c-1 under the Act, under
 section 12(d)(1)(J) of the Act for an exemption from
 sections 12(d)(1)(A) and 12(d)(1)(B) of the Act, and under
 sections 6(c) and 17(b) of the Act for an exemption from
 sections 17(a)(1) and 17(a)(2) of the Act.

The order permits (a) series of certain actively managed
 open-end management investment companies to issue shares
 ("Shares") redeemable in large aggregations only
 ("Creation Units"); (b) secondary market transactions
 in Shares to occur at negotiated market prices; (c)
 certain series to pay redemption proceeds, under certain
 circumstances, more than seven days after the tender of
 Shares for redemption; (d) certain affiliated persons of
 the series to deposit securities into, and receive
 securities from, the series in connection with the
 purchase and redemption of Creation Units; and (e)
 certain registered management investment companies and
 unit investment trusts outside of the same group of
 investment companies as the series to acquire Shares.

On April 10, 2012, a notice of the filing of the
 application was issued (Investment Company Act Release
 No. 30032). The notice gave interested persons an
 opportunity to request a hearing and stated that an
 order disposing of the application would be issued
 unless a hearing was ordered.

No request for a hearing has been filed, and the
 Commission has not ordered a hearing.

The matter has been considered and it is found, on the
 basis of the information set forth in the application, as
 amended, that granting the requested exemptions is
 appropriate in and consistent with the public interest and
 consistent with the protection of investors and the
 purposes fairly intended by the policy and provisions of
 the Act.

It is further found that the terms of the proposed
 transactions, including the consideration to be paid or
 received, are reasonable and fair and do not involve
 overreaching on the part of any person concerned, and that
 the proposed transactions are consistent with the policy of
 each registered investment company concerned and with the
 general purposes of the Act.

Accordingly, in the matter of Huntington Asset Advisors,
 Inc., et al. (File No. 812-13785),

IT IS ORDERED, under section 6(c) of the Act, that the
 requested exemption from sections 2(a)(32), 5(a)(1),
 22(d) and 22(e) of the Act and rule 22c-1 under the Act
 is granted, effective immediately, subject to the conditions
 contained in the application, as amended.

IT IS FURTHER ORDERED, under section 12(d)(1)(J) of the
 Act, that the requested exemption from sections 12(d)(1)(A)
 and 12(d)(1)(B) of the Act is granted, effective immediately,
 subject to the conditions contained in the application,
 as amended.

IT IS FURTHER ORDERED, under sections 6(c) and 17(b) of the
 Act, that the requested exemption from sections 17(a)(1) and
 17(a)(2) of the Act is granted, effective immediately, subject
 to the conditions contained in the application, as amended.

For the Commission, by the Division of Investment Management,
 under delegated authority.


Kevin M. O'Neill Deputy Secretary