m+ funds Trust
c/o Cowen Prime Services, LLC
599 Lexington Avenue
New York, New York 10022
February 13, 2020
VIA EDGAR
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
| Re: | m+ funds Trust, Series 6-4, Defined Preservation Fund Amendment No. 2 to Form S-6 File No. 333- 235760; ICA File No. 811-23503 |
Dear Sir or Madam:
Pursuant to Rule 461 under the Securities Act of 1933 (the “Securities Act”) we, m+ funds Trust (the “Registrant”), and Cowen Prime Services, LLC, the principal underwriter of the Registrant, respectfully request acceleration of Amendment No. 2 to the Registrant’s Registration Statement on Form S-6 (the “Amendment”) to 12:00 noon on February 13, 2020, or as soon as possible thereafter.
We are aware of our obligations under the Securities Act, and believe that such acceleration would be consistent with the obligation of the Securities and Exchange Commission to have due regard for the protection of investors and would not be inconsistent with the purposes and policies of the Investment Company Act of 1940.
| m+ FUNDS TRUST | COWEN PRIME SERVICES, LLC | ||||||
| By: Cowen Prime Services, LLC | As Depositor | ||||||
| By: | /s/ Jack Siebald | By: | /s/ Jack Siebald | ||||
| Name: Jack Siebald | Name: Jack Siebald | ||||||
| Title: Managing Director | Title: Managing Director | ||||||