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Highland Funds I

 February 21, 2020

VIA EDGAR

 U.S. Securities and Exchange Commission

Division of Investment Management

 Office of Disclosure and
Review

 100 F Street, NE

 Washington, DC 20549

Attention: Lauren Hamilton and Ryan Sutcliffe

Re:
 Highland Funds I N-14 (File
No. 333-235285)

 Ms. Hamilton and Mr. Sutcliffe:

This letter responds to comments given by you to SEI Investments Global Funds Services (“SEI”), Administrator to Highland Funds I (“HFI”)
and K&L Gates LLP, fund counsel to HFI, in telephone conversations on December 20, 2019. The SEC staff (“Staff”) comments provided relate to the N-14 filed on November 26, 2019 relating
to the reorganization of Highland Long/Short Equity Fund (“LSE”), a series of HFI, into Highland Merger Arbitrage Fund (“MAF”), a series of HFI. SEI provides HFI with administrative and accounting services and submits these
responses on behalf of HFI.

 We have reproduced the substance of your comments below, followed by HFI’s responses.

ACCOUNTING COMMENTS

 SEC Comment 1

 Please include the information regarding reorganization costs that is provided on page 3 of the Prospectus in the Q&A section. Please also
provide an estimated percentage of the target portfolio that will be sold as a result of the repositioning and reorganization in the Q&A.

Response: The requested information has been added to the Q&A.

SEC Comment 2

 In the Comparative Fee Tables,
please explain how the dividend expense on short sales is dropping so much, as it appears to be halved in the pro forma.

Response: As a meaningful percentage of the Target Fund (LSE) assets (~50%), and the respective investment strategy which has a
lower ratio of “Dividend Expense on Short Sales”, will be transferred to the combined fund, it is reasonable to conclude that the Combined Fund ratio for this line item will be lower than the Acquiring Funds (MAF) current ratio. We also
note however that calculating a proforma expense could result in a theoretical ratio that is ultimately lower than the actual ratio could be after a year of operations, therefore, we will use the ratio of the Acquiring Fund (MAF). The fee tables
have been updated accordingly.

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 SEC Comment 3

In the Comparative Fee Tables, for all share classes, please confirm the pro forma expense caps, as it appears that pro forma expenses for each class are
higher than those of the Target Fund when excluded expenses are added back in. For example, for Class A shares, the Combined Fund would have expenses of 3.42% with excluded expenses added back in, and Class C shares and Class Z shares
would have expenses of 4.07% and 3.07%, respectively, with excluded expenses added back in. Please provide an explanation and updated disclosure and footnotes as appropriate.

Response: The Registrant believes it is reasonable to conclude that the Combined Fund’s Dividend Expense on Short Sales
ratio would be lower than MAF’s current ratio because a meaningful percentage of LSE’s holdings (approximately 50%) would be transferred to the Combined Fund and such assets represent LSE’s investment strategy, which has a lower
“Dividend Expense on Short Sales” ratio.

 The Registrant understands that calculating the Combined Fund’s pro forma expenses
in this manner could result in theoretical expenses that are ultimately lower than the Combined Fund’s actual Dividend Expense on Short Sales after a year of operations. Therefore, the Comparative Fee Tables have been updated to reflect the
revised Fee Waivers and/or Expense Reimbursements in accordance with the method requested by the Staff. The Registrant notes that “Interest Payments and Commitment Fees on Borrowed Fund” and “Dividend Expense on Short Sales”) are
friction costs of executing the merger arbitrage strategy which are not ultimately reflective of the fees and expenses incurred by shareholders. Dividend Expense on Short Sales reflects dividends paid on stocks the Funds borrow in order to short.
This amount is required to be calculated as an expense on Form N-1A even though as the borrower the Funds will remit dividend payments back to the owner of the stock when the short positions are closed.

SEC Comment 4

 In the Hypothetical Expense
Example, please reconsider the expense calculations that are shown for the pro forma entity, as expenses should not be higher in year 1 with no redemptions, and it is not clear why there would be differences in years 3, 5 and 10 for redemption vs.
no redemption.

 Response: The Comparative Fee Tables have been updated so that both redemption and no redemption scenarios
are consistent. Please note CDSC fees only apply to Class A contributions equal to or greater than $500,000. Per the Prospectus, “Class A Shares bought without an initial sales charge in accounts aggregating $500,000 or more at the
time of purchase are subject to a 1.00% contingent deferred sales charge (“CDSC”) if the shares are sold within 18 months of purchase.” Because the Expense Example illustrates a contribution of $10,000, the CDSC does not apply and the
investor is charged a front-end load fee.

 SEC Comment 5

In the Hypothetical Expense Example, please explain why there is a CDSC being considered for the hypothetical expense example of Class C but not
Class A.

 Response: CDSC fees only apply to Class A contributions equal to or greater than $500,000. Per the
Prospectus, “Class A Shares bought without an initial sales charge in accounts aggregating $500,000 or more at the time of purchase are subject to a 1.00% contingent deferred sales charge (“CDSC”) if the shares are sold within 18
months of purchase.” Because the Expense Example illustrates a contribution of $10,000, the CDSC does not apply and the investor is charged a front-end load fee.

 2

 SEC Comment 6

In the Comparative Fee Tables, for MAF Class Z, an expense cap of 1.50% is shown but when excluded expenses are added back in the total is 4.25% but the
fee table shows 4.26%. Please correct.

 Response: As requested, the Comparative Fee Tables have been corrected to show 4.25%.

 SEC Comment 7

 Under the heading ‘Cost
of the Reorganization’ on page 48, please add bullet point disclosure for each of the following as of the most recent available date: (a) reasons for portfolio realignment; (b) expense amount (in dollars and basis points); (c)
percentage of target company expected to be sold in realignment; and (d) estimate of related realized gains expected to result from such sales (in dollars and basis points). Please also add a statement that the total merger costs do not reflect
commissions that will be incurred in portfolio realignment.

 Response: The requested disclosure has been added.

 SEC Comment 8

 In the tables under the
heading ‘Description of MAF’s Share Classes and Capitalization’ on page 41, please add a column for the pro forma of the combined fund.

Response: Due to the format of the table, each fund is listed in rows, as opposed to columns. The proforma combined is listed as
the last row of each table.

 SEC Comment 9

 In
the tables under the heading ‘Description of MAF’s Share Classes and Capitalization’ on page 41, please reconcile the MAF reorganization expenses of more than $120,000 reflected in Footnote 1 in the table to the $4,130 in MAF
reorganization expenses reflected in the ‘Cost of the Reorganization’ disclosure on page 40.

 Response: The $4,130
amount relates only to Reorganization expenses for printing, while the estimated $120,000 relates to all costs associated with the Reorganization (including brokerage fees, registrations fees, and other transaction related fees). This amount has
been updated to reflect $125,000.

 SEC Comment 10

In the tables under the heading ‘Description of MAF’s Share Classes and Capitalization’ on page 41, please combine the Class Z information
table with the information shown in the table for the other classes.

 Response: The Class Z information
has been combined with the other share class information in the table as requested.

 SEC Comment 11

In the tables under the heading ‘Description of MAF’s Share Classes and Capitalization’ on page 41, please check the calculations, as it appears
that the total net assets for each class and the NAV per share recalculations are not summing and differ from expenses shown in the pro forma entity.

Response: As requested, the calculations have been updated to address these footing issues.

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 SEC Comment 12

Under the heading ‘Narrative Description of the Pro Forma Effects of the Reorganization’ on page 2 of the Statement of Additional Information, please
include all of the bullet point disclosures from Comment 7.

 Response: The updated Costs of the Reorganization disclosure has
been added to the Financials section.

 SEC Comment 13

Under the heading ‘Narrative Description of the Pro Forma Effects of the Reorganization’ on page 2 of the Statement of Additional Information, please
disclose the associated cost to each fund and the rationale for the cost allocation as it relates to the reorganization and how costs will be affected whether or not the merger is consummated.

Response: The requested disclosure has been added.

SEC Comment 14

 Under the heading ‘Pro Forma
Adjustments’ on page 3 of the Statement of Additional Information, please review the pro forma adjustments as the combined net assets appear to be much higher than what is shown in the capitalization table and correct the information as
necessary.

 Response: The Target Fund (LSE) experienced net redemptions during the period. The pro forma tables have been
updated to reflect the same time frame as the capitalization tables.

 SEC Comment 15

Under the heading ‘Pro Forma Adjustments’ on page 3 of the Statement of Additional Information, please consider the applicability of the investment
advisory fee waiver for the Long-Short Equity Fund and note if investment advisory fees will actually be increasing.

Response: The Registrant notes that there is no assurance that the current investment advisory fee waiver for LSE would continue
past its current termination date of October 31, 2020. Accordingly, the Registrant believes it is appropriate to compare gross advisory fees of the Funds. Supplementally, when we consider applicability of the LSE waiver, the net advisory fees for
the LSE investors is 1.00% (= 2.25% - 1.25%). When we consider applicability of the Combined Fund’s expense cap, the net advisory fees for the Combined Fund investors is 0.80% (= 1.20% - 0.40%), assuming no change in the Remainder of Other
Expenses (0.70%). The result is lower net advisory fees for the Combined Fund investors. Additionally, subject to, and upon the closing of this Reorganization, MAF’s advisory fee will be reduced from 1.20% to 1.00% (with the addition of a 0.20%
administrative fee).

 DISCLOSURE COMMENTS

 SEC
Comment 1

 Please provide accounting survivor analysis under the North American Security Trust
No-Action Letter (Aug. 5, 1994) to confirm that MAF is the appropriate accounting survivor of the reorganization.

Response: Please refer to Appendix A, attached, for the requested analysis.

SEC Comment 2

 In the introductory Q&A, under
the heading ‘Why has the Board of Trustees approved the Reorganization?’, it is noted that “shareholders of LSE will be invested in a fund with greater exposure to a non-correlated asset
class.” Please explain what the referenced asset class is and what makes it non-correlated, and provide statistical support of this determination.

 4

 Response: MAF is part of the Market Neutral Category, which includes funds that
generally do not take market exposure and are therefore non-correlated to market risk. MAF’s correlation to the S&P 500 Index (the “S&P”) is 0.04 versus LSE at 0.69. Similarly,
MAF’s beta to the S&P is 0.01 compared to 0.37 for LSE. Similarly, the IQ Merger Arbitrage ETF, an unaffiliated ETF the Registrant considers to be representative of the merger arbitrage strategy market, has a beta and correlation to the
S&P of 0.07 and 0.25, respectively.

Name

Beta
(S&P)

Correlation
(S&P)

Correlation
(Barclays
Agg)

 Highland Merger Arbitrage

0.01

0.04

(0.01
)

 Highland Long/Short Equity

0.37

0.69

(0.08
)

 IQ Merger Arbitrage ETF

0.07

0.25

(0.16
)

 SEC Comment 3

 In
the introductory Q&A, under the heading ‘What are the tax consequences of the Reorganization?’, please specify if LSE will sell securities that are inconsistent with the strategies of MAF and, if so, provide an estimate of the amount
of any tax consequences to shareholders as a result.

 Response: The Adviser will sell all LSE securities that are
inconsistent with the investment strategies of MAF prior to the Merger. LSE is currently in a significant capital loss position. Therefore, any potential realized gains will not have an impact to investors taxes. Any potential realized loss will
increase the capital loss position further. The Registrant estimates any potential realized gains to have a minimal or near zero impact from a tax perspective. The Registrant has revised the disclosure to reflect this discussion.

SEC Comment 4

 Under the heading “Reasons for
the Proposed Reorganization’ on page 2, please provide the following information: (i) who recommended the reorganization to the Board; (ii) why does the Board believe MAF has a superior strategy to LSE; and (iii) what is the real
reason for the merger? (Note that the accounting is clear, but this would not be clear to an unsophisticated investor. Please explain outflows or other issues with LSE in clear terms to shareholders.)

Response: The Adviser recommended. The Board considered the reorganization due to the steadily decreasing asset base in LSE, the
Board believes the reorganization into MAF will provide LSE shareholders with a strong asset base that is capable of achieving economies of scale in an investment strategy which has historically had a return profile with little to no correlation to
the equity markets. This contrasts with LSE, which provides returns that are more correlated to the equity markets and uses a long-short strategy that is generally out of favor with investors. Additionally, market neutral strategies are in favor
with investors.

 SEC Comment 5

 Under the
heading “Reasons for the Proposed Reorganization’ on page 2, it is noted that an expense limitation plan will be in effect for one year from the closing date of the Reorganization. If base fees before the waiver are higher for MAF than
LSE, include a statement that after one-year expenses could be higher.

 Response: The
Trust has added disclosure to note that the net expenses of the Acquiring Fund may be higher following that one-year period if the Adviser does not renew the expense limitation agreement.

 5

 SEC Comment 6

Under the heading “Reasons for the Proposed Reorganization’ on page 2, in the three-year performance comparison, please add more information
regarding LSE’s history as it is material information for shareholders even if it predates the performance record of MAF.

Response: Performance information for the five- and ten-year period has been added for
LSE.

 SEC Comment 7

 Under the heading
“Reasons for the Proposed Reorganization’ on page 3, in the last sentence of the third bullet point under the sentence beginning “With respect to Reorganization-related expenses:”, please note that expenses “currently
estimated to be $0 per share given the expense limitation in place for MAF” could be recouped up to 36 months later under the expense limitation agreement.

Response: The requested disclosure has been added.

SEC Comment 8

 In the third to last paragraph
under the heading “Reasons for the Proposed Reorganization’ on page 3, it is noted that if the adviser had allowed the management fee waiver on LSE to expire without renewal, assets in MAF could be increased. Please explain how the
expiration of the LSE expense limitation agreement would cause an increase in assets to MAF.