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CORRESP
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filename1.htm

BC-MN-HO4N

800
Nicollet Mall

Minneapolis,
MN 55402

September
18, 2020

 VIA
EDGAR

Mr.
Mark Cowan

Office
of Disclosure and Review

Division
of Investment Management

Securities
and Exchange Commission

100
F Street NE

Washington,
DC 20549

 Re: First
American Funds, Inc.

SEC
File Nos. 002-74747 and 811-03313

Response
to Staff Comments related to Post-Effective Amendment to Registration Statement (No. 104) filed with the Securities and Exchange
Commission (“SEC”) on July 20, 2020

Dear
Mr. Cowan:

The
purpose of this letter is to respond to the disclosure comments transmitted by the SEC Staff on July 28, 2020 regarding the above-referenced
amendment to the registration statement for First American Funds, Inc. (“FAF” or the “Registrant”) related
to the registration of Class T shares of Government Obligations Fund, Retail Tax Free Obligations Fund, Treasury Obligations Fund,
and U.S. Treasury Money Market Fund (each a “Fund” and, collectively, the “Funds”). Following is our response
to the comments, which appear in bold-face type below.

Prospectus
Comments

 1. Please
                                         add the ticker symbols to the prospectus cover.

Ticker
symbols will be added to the covers of the prospectus and statement of additional information (SAI) prior to the 485(b) filing.

 2. Significant
                                         market events have occurred as a result of the Covid-19 pandemic. Please consider whether
                                         the Funds’ disclosures, including risk disclosures, should be revised based on
                                         how these events may affect the Funds and their investments. If the Registrant believes
                                         that no additional disclosure is warranted, please explain supplementally why not.

The
Registrant does not believe that additional disclosure regarding the Covid-19 pandemic is warranted. The Registrant previously
supplemented its disclosure on “market risk” in both the risk sections contained in the summary and statutory prospectus
to further address the risks presented by Covid-19 and public health emergencies, in general. In addition, disclosure was added
to the SAI related to the pandemic under “Recent Market Events.”

 3. In
                                         the principal risk section for each Fund, please prioritize the risks that are most likely
                                         to affect the Fund’s net asset value, yield, and total return. Please note that
                                         after listing the most significant risks to a Fund, the remaining risks may be alphabetized.

The
Registrant has considered, and will continue to consider, the views of the Staff in considering whether to reorder each Fund’s
principal risks, as suggested. In the Registrant’s October 2019 annual update to its registration statement, and consistent
with the current requirements of Item 4(b) of Form N-1A, the following language was added to the introductory paragraphs of each
Fund’s principal risk section:

The
principal risks are presented in alphabetical order to facilitate finding particular risks and comparing them with other funds.
Each risk summarized below is considered a “principal risk” of investing in the fund, regardless of the order in which
it appears.

With
respect to the Staff’s position, the Registrant is of the view that the approach taken in the October 2019 annual update
is a prudent approach to disclosure for a continuous offering of the Funds’ securities insofar as an alphabetical risk ranking
(clearly disclosed as such) recognizes that the risks associated with money market funds may change quickly depending on prevailing
economic, credit and market conditions that may not be foreseeable. Accordingly, the Registrant does not believe it would be prudent
to prioritize these principal risks given how quickly conditions may change, and, accordingly, respectfully declines to make the
suggested disclosure changes.

 4. In
                                         the Registrant’s disclosure of Interest Rate Risk, please consider adding more
                                         disclosure regarding the historically low interest rates and impact on the Funds’
                                         yields.

The
Registrant has added the following language under “Interest Rate Risk” in each Fund’s summary prospectus section
under “Principal Risks”:

During
periods when interest rates are low or there are negative interest rates, the fund’s yield (and total return) also may be
low or the fund may be unable to maintain positive returns.

Additionally,
the Registrant has add the following language under “More about the Funds—Description of Principal Investment Risks—Interest
Rate Risk”:

Negative
or very low interest rates could magnify the risks associated with changes in interest rates. In general, changing interest rates,
including rates that fall below zero, could have unpredictable effects on markets and may expose fixed-income and related markets
to heightened volatility. During periods when interest rates are low or there are negative interest rates, a fund’s yield
(and total return) also may be low or the fund may be unable to maintain positive returns or a stable net asset value of $1.00
per share, as applicable.

 5. Please
                                         review the instructions to Item 4(b)(2) of Form N-1A with respect to the annual total
                                         return bar chart and confirm whether current disclosure regarding the impact a sales
                                         load would have on performance returns reflected in the bar chart complies with the instructions.
                                         Please update the disclosures, as required.

Instruction
1(a) to Item 4(b)(2) of Form N-1A states that “[i]f a Fund’s shares are sold subject to a sales load or account fees,
state that sales loads or account fees are not reflected in the bar chart and that, if these amounts were reflected, returns would
be less than those shown.” Since the Funds’ shares are not subject to a sales load or account fees, the disclosure
required by this instruction is not applicable to the Funds and, therefore, an update to prospectus disclosures will not be necessary.

 6. In
                                         the average annual total return tables, please confirm that the Funds are not required
                                         to include returns before taxes and returns after taxes. Please update the disclosures,
                                         as required.

The
Registrant’s average annual total return tables comply with the Form N-1A instructions and no change in existing disclosure
is required. The Funds are money market funds and, as such, according to Item 4(b)(2)(iii), should only show the average annual
total returns described in subparagraph (A) thereunder.

 7. In
                                         the Principal Investment Strategies section of the Retail Tax Free Obligations Fund summary
                                         prospectus (Item 4 of Form N-1A), it reads “Under abnormal market conditions, the
                                         fund may invest more than 20% of its total assets in such taxable securities, as conditions
                                         dictate. This may prevent the fund from achieving its goal of providing maximum current
                                         income exempt from federal income taxes.” The Staff does not consider this disclosure
                                         to reflect a principal investment strategy and suggests that the Registrant move this
                                         disclosure to the Fund’s principal investment strategy section in the statutory
                                         prospectus (per Item 9 of Form N-1A).

The
referenced disclosure has previously been included in both the summary prospectus (Item 4) and statutory prospectus (Item 9) disclosures
for Retail Tax Free Obligations Fund. In response to the Staff comment, the disclosure has been removed from the Fund’s
summary prospectus and remains in its statutory prospectus.

 8. With
                                         respect to Retail Tax Free Obligations Fund, please confirm that disclosure addressing
                                         the potential implementation of liquidity fees and redemption gates had been included.
                                         Please update the disclosures, as required.

Under
Principal Risks in the summary prospectus for Retail Tax Free Obligations Fund, the following disclosure had been included in
the 485(a) filing and, prior to that, in the Fund’s prospectus since implementation of the money market fund reforms related
to the potential use of liquidity fees and redemption gates:

The
fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the fund’s liquidity
falls below required minimums because of market conditions or other factors.

Additionally,
under “Shareholder Information—Additional Information on Purchasing and Redeeming Shares—Liquidity Fees and
Redemption Gates,” the Registrant has disclosed in detail the potential imposition of a liquidity fee on redemptions or
a temporary gate on redemptions. We believe this disclosure satisfies the Registrant’s requirements related liquidity fees
and redemption gates.

 9. Pursuant
                                         to the requirements of Rule 35d-1 under the Investment Company Act of 1940, in the section
                                         entitled “More About the Funds—Principal Investment Strategies,” please
                                         note that the policies of Government Obligations Fund, Treasury Obligations Fund and
                                         U.S. Treasury Money Market Fund to invest at least 80% of their respective assets (or
                                         “exclusively”) in the securities suggested by their names will not be changed
                                         without first providing notice to shareholders at least 60 days prior to such change.

The
following sentence has been added under “More About the Funds—Principal Investment Strategies” for Government
Obligations Fund, Treasury Obligations Fund and U.S. Treasury Money Market Fund immediately following the description of their
respective principal investment strategies:

The
fund will provide shareholders with at least 60 days advance notice before changing this policy.

 10. The
                                         Staff reminds the Registrant that in the section “Principal Risks” in the
                                         statutory prospectus (per Item 9 of Form N-1A) should contain more fulsome descriptions
                                         of the principal risks described in the summary prospectus (per Item 4 of Form N-1A).
                                         Please update your risk disclosures, as applicable.

The
Registrant acknowledges this requirement and believes that current risk disclosures in the statutory prospectus satisfy this requirement.

 11. In
                                         the description of “Interest Rate Risk” in “More about the Funds—Description
                                         of Principal Investment Risks,” reference is made to the LIBOR transition. Please
                                         include in your response whether the Registrant considers the LIBOR transition to be
                                         a principal risk to the Funds at this time.

The
Registrant previously added reference to the LIBOR transition in this section of the prospectus to inform shareholders of the
potential risk associated with the transition. Specifically, the disclosure accurately states the Registrant’s position
that the potential effect of the transition “cannot yet be determined”; however, at this time the Registrant does
not believe the transition poses a significant risk to the Funds given the short-term nature of each Fund’s investments.
It is anticipated that any LIBOR-based securities in the Funds’ portfolios would roll off well prior to the LIBOR transition
date.

 12. Please
                                         review the Funds’ disclosures regarding redemptions as required by Items 11(c)(7)
                                         and 11(c)(8) of Form N-1A and confirm that all disclosure requirements thereunder are
                                         being fully met.

We
have reviewed the Funds’ disclosures regarding redemptions and note the following.

 ● The
                                         purchase and redemption of Class T shares of the Funds are exclusively made by wire.
                                         As stated under “Shareholder Information—Pricing of Fund Shares” in
                                         the prospectus, redemption proceeds to be paid by wire will normally be paid on the same
                                         day of the redemption order, if the order is accepted in proper form by the transfer
                                         agent or a financial intermediary authorized to accept orders on behalf of the Fund by
                                         the deadlines listed under “Calculating Net Asset Value.” Additionally, as
                                         stated under “Shareholder Information—Purchasing and Redeeming Fund Shares,”
                                         if a Fund receives a redemption request by the time the Fund calculates its net asset
                                         value, payment will be made the same day by transfer of federal funds if the Fedwire
                                         transfer system is available for use that day. Otherwise, payment will be made on the
                                         next business day. The Registrant believes this disclosure satisfies the disclosure requirements
                                         of Item 11(c)(7) of Form N-1A.

 ● The
                                         following language has been added under “Shareholder Information—Purchasing
                                         and Redeeming Fund Shares” to clarify the methods typically expected to be used
                                         by the Funds to meet redemption requests, as required under Item 11(c)(8) of Form N-1A:

Under
normal circumstances, each fund expects to meet redemption requests either by using cash it holds in its portfolio or by selling
portfolio securities to generate cash. Each fund also reserves the right to pay redemption proceeds in securities rather than
cash (i.e., “redemptions in-kind”), if the amount redeemed is large enough to affect fund operations or the redemption
request is made during stressed market conditions. See “Redemptions In-Kind” below for further information.

 13. Please
                                         include the financial highlights for the semi-annual period per Instruction 1 to Item
                                         13(a) of Form N-1A.

We
have included the financial highlights for the semi-annual period, as required.

SAI
& Part C Comments

 1. With
                                         respect to the second sentence in the paragraph following the list of fundamental investment
                                         restrictions, it may be confusing to refer to these investments in terms of the Funds’
                                         concentration policy since the Funds are relying on an exception that excludes these
                                         instruments from being counted in Funds’ concentration policy. Please consider