Correspondence 0001445546-24-006455 from FT 11766 (CIK 0002030722)
FT 11766 (CIK 0002030722)
Date: Sept. 20, 2024 · CIK: 0002030722 · Accession: 0001445546-24-006455
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File numbers found in text: 333-281739
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Chapman and Cutler LLP
320 South Canal Street, 27th Floor
Chicago, Illinois 60606
T 312.845.3000
F 312.701.2361
www.chapman.com
September 20, 2024
Mark Cowan
U.S. Securities and Exchange Commission
Division of Investment Management
Disclosure Review Office
100 F Street, N.E.
Washington, D.C. 20549
Re:
FT 11766
Balanced Income Equity and ETF Portfolio, Series 71
(the “Trust”)
CIK No. 2030722 File No. 333-281739
Dear Mr. Cowan:
We received your comments
regarding the Registration Statement for the above captioned Trust. This letter serves to respond to your comments.
Comments
Portfolio
1.The
Common Stock portion of the portfolio is comprised of 15 approximately equally weighted, sector-diverse equity income stocks. The Staff
notes that 15 equity securities are less likely to be diversified if held in large, mid and small capitalization companies (as opposed
to just large capitalization companies). Please consider adding diversification risk disclosure if the Trust is ultimately a 15-stock
portfolio with mixed capitalization. Otherwise, please supplementally explain why the Trust believes 15 stocks constitutes a diversified
portfolio of investments.
Response:With
respect to the Staff’s comment, the Trust believes that the existing risk disclosure is appropriate for the Trust’s investments.
The disclosure states that the Trust invests in a diversified portfolio of common stocks and ETFs. The term “diversified”
is meant only to describe that the Trust holds a diversified portfolio of securities. Further, the reference to “sector-diverse”
common stocks is in reference to the Trust holding 15 common stocks from approximately 10 different Global Industry Classification Standard
(“GICS®”) sectors, thus making the common stock portion of the portfolio “sector-diverse.” The
Trust believes that the sector-diverse nature of the dividend-paying common stocks (which makes up approximately 50% of the Trust’s
portfolio) combined with the fixed income ETFs (which makes up approximately 50% of the Trust’s portfolio) provides a diversified
portfolio of securities.
2.Given
that the universe of common stocks may include those with a market capitalization of over $5 billion, please include disclosure in the
Portfolio Selection Process and Risk Factors sections, as appropriate, if the Trust has exposure to small and/or mid capitalization companies.
Response:If,
based on the Trust’s final portfolio, the Trust has exposure to small and/or mid capitalization companies, appropriate disclosure
will be added to the Portfolio Selection Process and Risk Factors sections of the Trust’s prospectus.
3.Please
disclose any ETF screening metric in the selection criteria regarding distressed debt securities (e.g., distressed debt securities as
a percentage of an ETFs holdings).
Response:The
Trust notes that there are no screening metrics for distressed debt securities for the Trust’s portfolio selection process and that
distressed debt securities are not a principal investment of the Trust. Any exposure to distressed debt securities is incidental to the
Trust’s high yield bond holdings through the Trust’s investments in the ETFs. Nevertheless, due to this incidental exposure,
the Trust includes risk disclosure relating to distressed debt securities in its High-Yield Securities risk. Therefore, the Trust believes
the disclosure, as currently presented, is appropriate for investor comprehension.
We appreciate your prompt attention
to this Registration Statement. If you have any questions or comments or would like to discuss our responses to your questions, please
feel free to contact Brian D. Free at (312) 845-3017 or the undersigned at (312) 845-3721.
Very truly yours,
Chapman and Cutler llp
By:
/s/ Daniel J. Fallon
Daniel J. Fallon