Financial Investors Trust

1290 Broadway, Suite 1100

Denver, Colorado 80203

October 11, 2019

VIA EDGAR

Mr. Ed Bartz

Division of Investment Management

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

File Nos. 33-72424, 811-8194

Dear Mr. Bartz:

On behalf of the Registrant, set forth below are the Registrant’s responses to comments received from the staff of the Division of Investment Management regarding post-effective amendment No. 228 (“PEA 228”) to the Registrant’s registration statement under the Securities Act of 1933, as amended (the “1933 Act”), and Post-Effective Amendment No. PEA 229 under the Investment Company Act of 1940, as amended (the “Investment Company Act”), filed pursuant to Rule 485(a) on August 8, 2019, with respect to the Emerald Select trueMLP Strategy Fund (the “Fund”).

In connection with this response letter, and on or around October 22, 2019, the Registrant anticipates filing, pursuant to Rule 485(b), a new post-effective amendment to the Registrant’s registration statement under the 1933 Act (the “New PEA”), which is expected to include (i) changes to PEA 228 in response to the Staff’s comments, (ii) certain other non-material information; and (ii) certain other required exhibits.

Set forth in the numbered paragraphs below are the Staff’s oral comments provided August 13, 2019 to PEA 228, accompanied by the Registrant’s responses to each comment. Capitalized terms not otherwise defined herein shall have the meanings given to them in PEA 228.

Staff Comments:

Registrant’s Response: Comment complied with. The New PEA will include a legality of shares opinion from Fund counsel.

Registrant’s Response: The name of the Fund is the Emerald Select trueMLP Strategy Fund and the filing has been revised accordingly.

Registrant’s Response: Comment complied with. The Registrant notes that it has previously responded to this comment via EDGAR correspondence filed with the Commission on October 8, 2019, which included a completed fees and expenses table as well as expense examples.

Registrant’s Response: Comment complied with. The Registrant notes that it has previously responded to this comment via EDGAR correspondence filed with the Commission on October 8, 2019.

Registrant’s Response: Comment complied with. The Registrant will state in the New PEA, in substance, that:

In addition, the Registrant will, in the New PEA:

Finally, the Registrant confirms supplementally that the financial statements of the Subsidiary will be consolidated with those of the Fund. In addition, the Registrant confirms that (1) the Subsidiary’s management fee (including any performance fee) will be included in “Management Fees” and the Subsidiary’s expenses will be included in “Other Expenses” in the Fund’s prospectus fee table; (2) the Subsidiary and its board of directors will agree to designate an agent for service of process in the United States; and (3) the Subsidiary and its board of directors will agree to inspection by the staff of the Subsidiary’s books and records, which will be maintained in accordance with Section 31 of the Investment Company Act and the rules thereunder.

With respect to the “Management Fees” line item in the Prospectus, the Registrant notes that the Fund’s management fee payable to the Adviser is contractually structured to be 0.68% less amounts payable to the Adviser by the Subsidiary, and as this is not a waiver nor reimbursement, the Registrant consequently believes that the fees and expenses table previously filed via EDGAR correspondence is accurate and appropriate.

Registrant’s Response: Comment complied with. The Registrant notes that it has previously responded to this comment via EDGAR correspondence filed with the Commission on October 8, 2019.

Registrant’s Response: Comment complied with. The Registrant notes that it has previously responded to this comment via EDGAR correspondence filed with the Commission on October 8, 2019.

Registrant’s Response: Based on information provided by the Adviser to the Fund, the Registrant confirms that the Fund may indirectly invest in foreign and emerging market securities through the Subsidiary. In connection therewith, and as discussed in further detail in the response to Comment No. 12 below, the Registrant will state that the Subsidiary may invest in equity securities of U.S. issuers and non-U.S. issuers (which may include issuers in emerging markets).

The Registrant will also add the following disclosures as principal risks of the Fund:

“Foreign Securities Risk. The Fund may invest, directly or indirectly through the Subsidiary, in securities of foreign issuers. Foreign investments can involve significant risks in addition to the risks inherent in U.S. investments. Such risks include adverse political and economic developments or social instability; the imposition of foreign withholding taxes or exchange controls; expropriation or nationalization; currency blockage (which could prevent cash from being brought back to the United States); the impact of exchange rate and foreign currency fluctuations on the market value of foreign securities; more limited availability of public information regarding security issuers; the degree of governmental supervision regarding securities markets; different accounting, auditing and financial standards; and difficulties in enforcing legal rights (particularly with regard to depository receipts in which the holders may not have the same rights as shareholders).

Emerging Markets Risk. To the extent that the Fund or Subsidiary invests in issuers located in emerging markets, the risk of loss may be heightened by political changes and changes in taxation or currency controls that could adversely affect the values of these investments. Emerging markets have been more volatile than the markets of developed countries with more mature economies.”

Registrant’s Response: The Registrant does not believe that the Fund’s name is subject to Rule 35d-1. The Fund’s name is intended to suggest that the Fund is following a particular strategy, namely one in which the Fund seeks exposure to certain industries through direct investments in master limited partnerships combined with indirect exposure through other avenues (such as the total return swap held by the Subsidiary).

The Registrant further believes that the Fund’s name is specifically intended to distinguish the Fund’s strategy from other funds that include the reference to MLPs in their name without referring to a “strategy” (thus signaling a more significant level of direct investment in MLPs than the Fund intends to pursue). The Registrant believes this approach is consistent with the Staff’s guidance on Rule 35d-1 insofar as investment strategies are identified or alluded to in a Fund’s name.¹

The Registrant notes that a similar rationale appears to be operating in the names of certain other open-end mutual funds which do not purport to be subject to Rule 35d-1, including for example the Goldman Sachs Commodity Strategy Fund (GSCAX), Fidelity Commodity Strategy Fund (FIHTX), and Putnam Panagora Managed Futures Strategy Fund (PPMFX).

Registrant’s Response: Comment complied with. The Registrant will include language in the Fund’s principal investment strategy disclosure clarifying that the Fund may invest in equity securities of issuers of any market capitalization. In connection therewith, the Fund will also include the following principal risk disclosure:

“Small and Medium Capitalization Stocks: Investment in securities of small or medium-sized companies presents greater investment risks than investing in the securities of larger companies. These risks include greater price volatility, greater sensitivity to changing economic conditions, and less liquidity than the securities of larger, more mature companies.”

Registrant’s Response: Based on information provided by the Fund’s Adviser, the Registrant notes that the Fund will not invest in below-investment-grade instruments. To the extent the Fund has exposure to fixed-income securities, it is not expected that the Fund’s investment will focus on any particular credit quality or maturity.

Registrant’s Response: Comment complied with. The Registrant will revise the existing disclosure in the Fund’s principal investment strategy section to state the following:

“The Subsidiary, which will also be managed by the Adviser and by the Sub-Adviser, is expected to invest primarily in one or more total return swaps, the reference asset for which will be indices of MLPs. In addition to the total return swap, the Subsidiary is expected to hold cash, cash equivalents, and equity securities of U.S. issuers and non-U.S. issuers (which may include issuers in emerging markets) (newly-added language in italics).”

Registrant’s Response: Although the Registrant does not believe the Fund is subject to an 80% investment requirement under Rule 35d-1, the Registrant does confirm supplementally that the Fund would use the market value of a derivative instrument for purposes of assessing compliance with any investment minimums imposed by Rule 35d-1.

Registrant’s Response: Comment complied with. The Registrant notes that it has previously responded to this comment via EDGAR correspondence filed with the Commission on October 8, 2019.

Registrant’s Response: Comment complied with. The Registrant will include the following disclosure in the Fund’s item 9 disclosures: “As the Fund is the sole owner of the Subsidiary, the Fund’s Board of Trustees ultimately oversees the operation of the Subsidiary.”

Registrant’s Response: Comment complied with. The Registrant will delete references to “infrastructure-related companies” or the equivalent and where appropriate replace those with references to “energy infrastructure” instead.

Registrant’s Response: Comment complied with. The Registrant will combine the above-referenced disclosures and will instead include the following as a principal risk factor:

“Concentration Risk – Energy Infrastructure Companies. Any fund that concentrates in a particular segment of the market will generally be more volatile than a fund that invests more broadly. The Fund expects to invest 25% or more of its assets, directly or indirectly through derivatives held by the Subsidiary, in the energy infrastructure industry. Any market price movements, regulatory or technological changes, or economic conditions affecting energy infrastructure companies may have a significant impact on the Fund’s performance. In particular, energy infrastructure companies can be affected by general or local economic conditions and political developments, changes in regulations, environmental problems, casualty losses, and changes in interest rates. Additional risks inherent in energy infrastructure companies include, but are not limited to: risks associated with sustained declines in demand for crude oil, natural gas and refined petroleum products, construction risk, acquisition risk, changes in the regulatory environment or other regulatory exposure, weather risk, risks associated with terrorist activity and interest rate risks.”

Registrant’s Response: Comment complied with. Please see the revised disclosure referenced in Comment Response No. 17.

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If you have any questions or further comments, please contact Peter Schwartz, counsel to the Registrant, at (303) 892-7381.