SecProbe.io

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 June 24, 2025

 VIA EDGAR TRANSMISSION

 Ms. Mindy Rotter, Esq., CPA
Division of Investment Management, Disclosure Review and Accounting Office

 Securities and Exchange Commission
100 Pearl Street, Suite 20-100

 New York, NY 10004-2616

 Re: Alternative Strategies Fund, File Nos. 333-168158 and 811-22440

 Dear Ms. Rotter:

 You provided verbal comments to Abigail Ophir with
respect to certain shareholder report filings for Alternative Strategies Income Fund (the "Fund" or the "Registrant")
as described below. Please find below the Registrant's responses to your comments, which the Registrant has authorized Thompson
Hine LLP to make on its behalf.

 Comment 1. A
material weakness in internal controls was identified during the most recent fiscal year in Form N-CEN filed on September 13, 2024 and
described in the internal control report attached to the Form. Please describe in correspondence the root cause of the material weakness
and what remediation has occurred or is planned to ensure that internal controls are effective. Please further include a description of
the qualitative and quantitative impact to the financial statements, if any.

 Response. The material weakness identified in the internal control report attached to the Form N-CEN related to
the improper accounting of the Fund's net investment income based Q3 2023 incentive fee, resulting in net assets being overstated
by 0.47%-1.22% for the period July 1, 2023 to July 22, 2024. In accordance with trust procedures and following a formal analysis, shareholder
activity was reprocessed and the Fund reimbursed for any losses sustained. Following a review and assessment by management, the December
31, 2023 semi-annual report was restated and subsequently filed as an amended Form N-CSRS on October 25, 2024.

 In response to the material
weakness, Ultimus has developed and successfully implemented a macro which enables the incentive fee amount to be calculated automatically
on a daily basis according to the terms of the incentive fee with a corresponding entry posted to the accounting records. This replaced
the previous process whereby the incentive fee was calculated and recorded manually by Ultimus using an offline spreadsheet. Also, an
additional level of review and approval is required by a senior level representative of Ultimus for any manual adjusting entries for posting
to the accounting records of the Fund. In the case of Alternative Strategies Fund, the Adviser elected to discontinue the incentive fee
effective 10/1/2023.

 Comment 2. The Staff noted the following disclosure
in Form N-CSR for the period ended December 31, 2024, provided with the performance graph "[a]fter fee waivers, the Fund's
total operating expenses excluding acquired funds fees and expenses are 3.02%, 3.67% and 2.77% for Class A, Class C and Class I, respectively."
These amounts appear to include the acquired fund fees and expenses. Please review the disclosure with the performance graph and clarify
in correspondence whether the disclosure is accurate.

 Response. The Registrant notes that the disclosure presented includes acquired fund fees and expenses. The Registrant
will update the language in future filings to correctly reflect the ratios displayed.

 Comment 3. The
Staff noted that the response to Item 11 in Form N-CSR for the period ended December 31, 2024 indicates that this information is "included
under Item 1." Please explain in correspondence where in Item 1 this information is located and describe how it meets the disclosure
requirements requested in Item 11.

 Response. The Registrant notes that this item should have been included in Item 1 and will re-file the Form N-CSR
with its inclusion.

 Comment 4. According
to the statement of changes, the Fund had a return of capital distribution. Please confirm in correspondence that there is no reference
to yield or dividends when describing distributions that may contain return of capital distributions in the marketing materials, financial
statements disclosures and/or website disclosures as those terms may be misinterpreted as income.

 Response. The Registrant confirms above that any description of the distribution includes disclosures stating that
the distribution amount could include net investment income, capital gains or return of capital.

 If you have any questions, please call Andrew
Davalla at (216) 566-5706.

 Very truly yours,

 /s/ Andrew Davalla

 Andrew Davalla

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March 10, 2022

VIA EDGAR TRANSMISSION

Christina DiAngelo Fettig

Securities and Exchange Commission

Division of Investment Management

100 F. Street, N.E.

Washington, D.C. 20549-0506

Re: Alternative Strategies Fund, File Nos. 333-168158 and 811-22440

Dear Ms. DiAngelo Fettig:

On January 25, 2022, you provided
verbal comments to Krisztina Nadasdy regarding a response letter filed on January 19, 2022 (“Initial Response Letter”) for
Alternative Strategies Fund (the “Fund” or the “Registrant”) as described below. Please find below the Registrant’s
responses to your comments, which the Registrant has authorized Thompson Hine LLP to make on its behalf.

Form N-CEN (Fiscal
Year Ended June 30, 2021)

 Comment 1. Referring
to Comment 2 in the Initial Response Letter, please address the portion of the comment regarding the Fund’s market price. Given
the response to initial Comments 17 and 18 stating that the Fund does not have a market price, should market price be marked “not
applicable” on Form N-CEN? Please advise. [Initial Comment 2: In Item D.10 and D.11 of Form N-CEN, the Registrant noted that
the market price and net asset value of the Fund at the end of the reporting period was $6.61, however, this value does not appear to
match the market price or NAV of any share class of the Fund – please explain.]

 Response. The Registrant notes that in future N-CEN filings, market price will be
listed as “not applicable.”

Annual Report
to Shareholders on Form N-CSR (Fiscal Year Ended June 30, 2021)

 Comment 2. Please
add reference to Rule 30e-1(c) in the response to Comment 4 in the Initial Response Letter. [Initial Comment 4: The Audit Report is
dated August 30, 2021, which is more than 60 days after the fiscal year end, as such, it does not appear that the Fund complied with
Rule 30e-1(c). Please explain.]

 Response. The Registrant presents the following revised response (new language in red type): Sixty days after June
30, 2021 was August 29, 2021, which was a Sunday. As such, the Audit Report is dated August 30, 2021, the next business day, and the day
that the report was transmitted. Moving forward, if the 60th day after the fiscal year end falls on a weekend, the Registrant

    Christina DiAngelo Fettig

March 10, 2022

Page 2

will transmit the report on the business
day prior to the 60th day, in order to comply with Rule 30e-1(c).

 Comment 3. The
Registrant’s response to Comment 6 in the Initial Response Letter referred to the response to Comment 5. Please provide a separate
response for the initial Comment 6. [Initial Comment 6: If the Fund has a policy or practice to maintain a specified level of distributions
(referenced in Comment 5), please add the following information in future shareholder letters, as required by Form N-2, Item 24, Instruction
4.g.(3): a discussion of the effect of any policy or practice of maintaining a specified level of distributions to shareholders on the
Fund’s investment strategies and per share net asset value during the last fiscal year. Also discuss the extent to which the Fund’s
distribution policy resulted in distributions of capital.]

 Response. While the Fund’s former adviser sought to maintain a distribution rate of 6%, the Fund does not
have a policy or practice to maintain a specific distribution level. The Registrant will consider including the requested disclosure in
future shareholder letters, in the event that the Fund, or its new adviser, instituted a policy to maintain a specific distribution rate.

 Comment 4. Please
respond to (ii) from Comment 7 in the Initial Response Letter. [Initial Comment 7: Related to business development companies (“BDCs”)
listed in the schedule of investments (i) there is a category for BDCs but there are BDCs that are not included in this category and
listed elsewhere on the schedule of investments, for example, a BDC, HMS Income Fund, Inc., is listed as a “Private Investment
Fund” and not a BDC, please explain; (ii) HMS Income Fund, Inc., changed its name to MSC Income Fund, Inc., effective October 30,
2020, please update the name of this portfolio holding in future filings; and (iii) the BDC category in the schedule of investments is
a sub-category of “common stock” please explain this categorization and why BDCs are not under “closed end funds.”

 Response. The Registrant will revise the schedule of investments in future filings to list MSC Income Fund, Inc.
(or its current name at the time the financial statements are prepared).

 Comment 5. Please
add reference to Regulation S-X in the response to Comment 8 from the Initial Response Letter. [Initial Comment 8: Footnote (d) to
the Schedule of Investments appears to identify both Level 2 and Level 3 securities, however, it should only identify Level 3 securities.
Please explain.]

 Response. The Registrant presents the following revised response (new language in red type): The footnote identified
those securities that were fair valued using board approved procedures, which we believed to be more informative to the reader. The footnote
will only refer to Level 3 securities going forward, in accordance with Regulation S-X, Article 12-12, FN 9.

 Comment 6. Please
provide more detail regarding the difference in amounts of the investments identified in Footnote (d) to the Schedule of Investments,
and the total of Level 2 and Level 3 investments disclosed in the notes to financial statements. Reference is made to the response provided
in the Initial Response Letter to Comment 9.

 Response. The total value of the Level 2 and Level 3 investments disclosed in the notes to financials are accurate.
Griffin Health Care III, HGR Liquidating Trust and HMS Income Fund, which were Level 2 investments, were missing the footnote (d) reference
in the Schedule of Investments. Future shareholder reports will include such footnote references if applicable.

    Christina DiAngelo Fettig

March 10, 2022

Page 3

 Comment 7. Reference is made to Comment 11 in the
Initial Response Letter: “Accrued shareholder servicing fees in the statement of assets and liabilities equals to $63,393, however,
shareholder servicing fees listed in the statement of operations equal to $23,119, please explain” and the response to Comment
11: “Included in the accrued shareholder servicing fee line item in the statement of assets and liabilities are also accrued
distribution fee amounts that have not been paid as of June 30, 2021.” Please provide the following additional information regarding
these fees: (i) will the accrued distribution fees and shareholder servicing fees be split out in the statement of assets and liabilities
in future filings, and (ii) when adding the distribution fees and shareholder servicing fees listed in the statement of operations, the
amount for accrued shareholder servicing fees listed in the statement of assets and liabilities is still greater than this total value,
please explain.

 Response. The Registrant confirms that accrued distribution fees and shareholder servicing fees will be disclosed
separately on the Statement of Assets and Liabilities going forward. The excess liability represents amounts payable to Ladenburg Thalmann
& Co., Inc. for recoupment of 1% advance commission rates they funded on the sale of Class C shares.

 Comment 8. In
the Initial Response Letter, in response to Comment 12, the Registrant indicates that the Fund’s administrator is no longer “Gemini
Fund Services, LLC” and is now Ultimus Fund Solutions. The notes to financial statements still reference Gemini Fund Services,
please advise.

 Response. The Registrant will update the name of the Fund’s administrator to Ultimus Fund Solutions in future
filings.

 Comment 9. With
reference to Comment 13 in the Initial Response Letter, please confirm whether the Fund’s policy to settle receivables from the
adviser is in accordance with the staff position that any amounts due to or due from the adviser should be settled as often as the management
fee is settled.

 Response. The Registrant confirms that it is the Fund’s policy to settle due from adviser amounts as often
as the management fee is settled.

 Comment 10. With
reference to Comment 14 and corresponding response in the Initial Response Letter, please state whether the Registrant will disclose
a separate calculated amount for the redemption price per share for Class C shares in a separate line item in future filings.

 Response. The Registrant will footnote future shareholder reports to disclose that Class C shares have an early
withdrawal charge of 1% on shares repurchased less than 365 days after purchase as a percentage of the original purchase price, but will
not disclose a separate calculated amount.

    Christina DiAngelo Fettig

March 10, 2022

Page 4

 Comment 11. Please add reference to Form N-2 in the
response to initial Comment 19. [Initial Comment 19: For the Class A Financial Highlights, please include a footnote in the Total Return
line item stating that total return does not reflect sales load.]

 Response. The Registrant presents the following revised response (new language in red type): The Registrant will
include the requested footnote in future filings, in accordance with Form N-2, Item 4, Instruction 13.b.

 Comment 12. With
reference to initial Comment 22: “In Note 3 to the Financial Statements, please ensure that the language used to describe the
expenses limitation agreement is consistent between shareholder reports and the Fund’s registration statement. Specifically, regarding
recapture language included in the annual report, please update to state that previously waived fees or reimbursed expenses can not be
recaptured later than three years after the date of waiver or reimbursement, and recapture may only occur if fees and expenses, including
recapture, do not exceed the lesser of the expense limit at the time of waiver or recapture.” Please confirm that the disclosures
in the Fund’s registration statement on Form N-2 will reflect the language in the shareholder reports and expense limitation agreement
going forward.

 Response. The Registrant presents the following revised response (new language in red type): The Registrant notes
that a new expense limitation agreement was executed in connection with the Adviser’s change of control transaction. The Registrant
will include the following expense limitation disclosure in shareholder reports and registration statements going
forward:

The Adviser and the Fund have entered into
an expense limitation and reimbursement agreement (the “Expense Limitation Agreement”) under which the Adviser has agreed
contractually to waive its fees and to pay or absorb the ordinary operating expenses of the Fund (excluding front-end or contingent deferred
loads, taxes, leverage interest, borrowing interest, brokerage commissions, expenses incurred in connection with any merger or reorganization,
dividend expense on securities sold short, acquired (underlying) fund fees and expenses or extraordinary expenses such as litigation),
to the extent that they exceed 3.00%, 3.65% and 2.75% per annum of the Fund’s average daily net assets attributable to Class A,
Class C shares and Class I shares, respectively (the “Expense Limitation”). In consideration of the Adviser’s agreement
to limit the Fund’s expenses, the Fund has agreed to repay the Adviser in the amount of any fees waived and Fund expenses paid or
absorbed, subject to the limitations that: (1) the reimbursement for fees and expenses will be made only if payable not more than three
years from when they were incurred; and (2) the reimbursement may not be made if it would cause the Expense Limitation (at the time of
waiver/reimbursement or recapture) to be exceeded.

 Comment 13. Please
respond to the second part of Comment 24 included in the Initial Response Letter: In future filings, for Item 8(a)(3) of Form N-CSR,
please include more specificity related to the portfolio managers’ performance-based bonuses and disclose the date as of which
the information is provided.

 Response. The Registrant presents the following revised response (new language in red type): In future filings,
for Item 8(a)(3) the Registrant will provide more detail regarding portfolio manager compensation and will disclose
the date as of which the information is provided. The Registrant notes its recent change in adviser and that the current portfolio
manager’s compensation will be different than the prior portfolio manager.

    Christina DiAngelo Fettig

March 10, 2022

Page 5

Registration Statement
on Form N-2 (General)

 Comment 14.
Please revise the response to initial Comment 29, to indicate that the 25% limitation on investments
in MLPs has been included in the prospectus.

 Response. The Registrant presents the following revised response (new language in red type): The Registrant confirms
that investments in MLPs are limited to 25% of total assets, and has included disclosure regarding this limitation
in its prospectus, in the principal investment strategies section.

If you have any questions, please call Andrew
Davalla at (614) 469-3353.

Very truly yours,

/s/ Andrew Davalla

Andrew Davalla

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December 8, 2021

VIA EDGAR TRANSMISSION

Deborah L. O’Neal

Senior Counsel

U.S. Securities and Exchange Commission

Division of Investment Management, Disclosure Review Office

100 F Street N.E.

Washington DC 20549

Re: Alternative Strategies Fund, File Nos. 333-168158 and 811-22440
(the “Registrant”)

Dear Ms. O’Neal:

On October 6, 2021, Alternative
Strategies Fund (the “Fund” or the “Registrant”) filed Post-Effective Amendment No. 18 to its registration statement
(the “Amendment”). The Amendment was filed pursuant to Rule 486(a) under the Securities Act of 1933, as amended. The Registrant
has revised the disclosure in Post-Effective Amendment No. 19 to its registration statement in response to the verbal comments provided
by you on November 23, 2021, as indicated below. Please find below a reiteration of your comments and the Registrant’s responses,
which the Registrant has authorized Thompson Hine LLP to make on its behalf.

 Comment 1. Please update disclosure in in the Fund’s registration statement to incorporate all relevant
staff comments related to the Registrant’s preliminary proxy statement filed on October 7, 2021.

 Response. The Registrant has updated the disclosure in its registration statement to incorporate all relevant staff
comments related to the Registrant’s proxy statement, including comments related to the Registrant’s incentive fee disclosures.
Please see the attached redlined prospectus.

 Comment 2. Please disclose the Fund’s credit quality strategy in the Fund’s prospectus under the
section “Principal Investment Strategies.”

 Response. The Registrant has added the following disclosure to the Principal Investment Strategies section in the
prospectus:

The Fund will primarily purchase
structured notes from counterparty issuers that are rated investment grade or better (or issuers that are fully guaranteed by an investment
grade rated parent company). At the time of

Deborah L. O’Neal

December 8, 2021

Page 2

investment, The Fund will not have
(i) more than 10% of its assets in structured notes issued by counterparty issuers that are unrated or rated below investment grade; and
(ii) more than 5% of the Fund’s assets invested in any single counterparty issuer that is unrated or rated below investment grade.

 Comment 3. Please revise the management fee/incentive fee disclosure throughout the registration statement to
incorporate the additional disclosures included in the Fund’s definitive proxy statement filed on October 26, 2021, including the
illustrative example and calculation scenarios for the incentive fee.

 Response. The Registrant has updated
the referenced disclosures.

 Comment 4.
Please add the following risks to the Fund’s principal risks, “New Adviser Risk”
and “Junk Bond Risk.” Please make edits in both the summary section and the Risk Factors section of the prospectus.

 Response. The Registrant has added
the requested risk factors to the prospectus.

 Comment 5.
Please include a completed fee table and example with this correspondence.

 Response. The Registrant has included
a completed fee table and example below:

SUMMARY OF FUND EXPENSES

    Shareholder Transaction Expenses
    Class A
    Class C
    Class I

    Maximum Sales Load Imposed on Purchases

(as a percent of offering price)
    4.25%
    None
    None

    Early Withdrawal Charges on Shares Repurchased

Less Than 365 Days After Purchase

(as a % of the original purchase price)
    None
    1.00%
    None

    Annual Expenses

(as a percentage of net assets attributable to shares)

    Management Fees
    1.50%
    1.50%
    1.50%

    Incentive Fees(1)
    0.00%
    0.00%
    0.00%

    Other Expenses
    1.84%
    2.60%
    1.61%

    Shareholder Servicing Expenses
    0.25%
    0.25%
    0.00%

    Distribution Fee
    0.00%
    0.75%(2)
    0.00%

    Remaining Other Expenses
    1.59%
    1.60%
    1.61%

    Acquired Fund Fees and Expenses(3)
    0.10%
    0.10%
    0.10%

    Total Annual Expenses(4)
    3.44%
    4.20%
    3.21%

    Fee Waiver and Reimbursement
    (0.34)%
    (0.45)%
    (0.36)%

Deborah L. O’Neal

December 8, 2021

Page 3

    Total Annual Expenses

(after fee waiver and reimbursement)
    3.10%
    3.75%
    2.85%

 (1) The incentive fee is based on the Fund’s performance
and will not be paid unless the Fund achieves certain performance targets. The Fund expects the incentive fee the Fund pays to increase
to the extent the Fund earns greater interest income through its investments. The incentive fee is calculated and payable quarterly in
arrears based upon the Fund’s “pre-incentive fee net investment income” for the immediately preceding quarter and is
subject to a hurdle rate, expressed as a rate of return of the Fund’s adjusted capital, equal to 1.50%, or an annualized hurdle
rate of 6.0%, subject to a “catch-up” feature. See the section titled “Management of the Fund – Investment Adviser”
for a full explanation of how the incentive fee is calculated. Because the example following this table assumes a 5.0% annual return,
as required by the SEC, no incentive fee would be payable in the current fiscal year.

 (2) The Class C shares will pay to the Distributor a Distribution
Fee that will accrue at an annual rate equal to 0.75% of the average daily net assets attributable to Class C shares and is payable on
a quarterly basis. Class A and Class I shares are not currently subject to a Distribution Fee. See “Plan of Distribution.”

 (3) Acquired Fund Fees and Expenses are the indirect costs
of investing in other investment companies. The operating expenses in this fee table will not correlate to the expense ratio in the Fund’s
financial highlights, when issued, because the financial statements, when issued, include only the direct operating expenses incurred
by the Fund. Acquired fund fees and expenses are estimated for the current fiscal period.

 (4) The Adviser and the Fund have entered into an expense
limitation and reimbursement agreement under which the Adviser has agreed contractually to waive its fees and to pay or absorb the ordinary
annual operating expenses of the Fund (excluding any front-end or contingent deferred loads, taxes, leverage interest, borrowing interest,
brokerage commissions, expenses incurred in connection with any merger or reorganization, dividend expense on securities sold short, acquired
(underlying) fund fees and expenses or extraordinary expenses such as litigation), to the extent that they exceed 3.00%, 3.65% and 2.75%
per annum of the Fund’s average daily net assets attributable to Class A, Class C and Class I shares, respectively. In consideration
of the Adviser’s agreement to limit the Fund’s expenses, the Fund has agreed to repay the Adviser in the amount of any fees
waived and Fund expenses paid or absorbed, subject to the limitations that: (1) the reimbursement for fees and expenses will be made only
if payable not more than three years from when they were incurred; and (2) the reimbursement may not be made if it would cause the Expense
Limitation to be exceeded. The Expense Limitation Agreement will remain in effect at least until October 31, 2023, unless and until the
Board approves its modification or termination. This agreement may be terminated only by the Board on 60 days written notice to the Adviser.
See “Management of the Fund.”

The Summary of Expenses Table describes the fees and
expenses that you may pay if you buy and hold shares of the Fund. You may qualify for sales charge discounts on purchases of shares if
you and your family invest, or agree to invest in the future, at least $25,000 in the Fund. More information about these and other discounts
is available from your financial professional and in Purchase Terms starting on page 30 of this prospectus.

The following example illustrates the hypothetical
expenses that you would pay on a $1,000 investment assuming annual expenses attributable to shares remain unchanged and shares earn a
5% annual return:

    Example
    1 Year
    3 Years
    5 Years
    10 Years

    You would pay the following expenses on a $1,000 investment

in Class A shares, assuming a 5% annual return
    $72
    $153
    $234
    $445

    You would pay the following expenses on a $1,000 investment

in Class C shares, assuming a 5% annual return
    $38
    $136
    $234
    $481

Deborah L. O’Neal

December 8, 2021

Page 4

    You would pay the following expenses on a $1,000 investment

in Class I shares, assuming a 5% annual return
    $29
    $108
    $189
    $399

Shareholders who choose to participate in repurchase
offers by the Fund will not incur a repurchase fee. However, if shareholders request repurchase proceeds be paid by wire transfer, such
shareholders will be assessed an outgoing wire transfer fee at prevailing rates charged by GFS, currently $15. The purpose of the above
table is to help a holder of shares understand the fees and expenses that such holder would bear directly or indirectly. The example
should not be considered a representation of actual future expenses. Actual expenses may be higher or lower than those shown.

If you have any questions, please call Andrew
Davalla at (614) 469-3353.

Very truly yours,

/s/ Andrew Davalla

Andrew Davalla

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October 25, 2021

VIA EDGAR TRANSMISSION

John Grzeskiewicz

Securities and Exchange Commission

Division of Investment Management

100 F. Street, N.E.

Washington, D.C. 20549-0506

Re: Alternative Strategies Fund, File Nos. 333-168158
and 811-22440 (the “Registrant”)

Dear Mr. Grzeskiewicz:

On October 7, 2021, the Registrant
filed a proxy statement (the “Proxy Statement”) pursuant to Section 14(a) of the Securities Exchange Act of 1934 (the “Exchange
Act”). In a telephone conversation with Andrew Davalla, you provided comments to the Proxy Statement. Below, please find a summary
of those comments and the Registrant’s responses, which the Registrant has authorized Thompson Hine LLP to make on its behalf. Unless
otherwise indicated, capitalized terms used below have the meaning ascribed to them in the Proxy Statement.

Comment 1: Please advise the Staff if the Registrant’s
current investment adviser will be receiving any compensation from the proposed new adviser as a result of the transition.

Response: The Registrant confirms that the
Registrant’s current investment adviser, Ladenburg Thalmann Asset Management, Inc., (“LTAM”), will not be receiving
any compensation from SCG Asset Management, LLC.

The Registrant notes the following
disclosure in the Proxy Statement:

LTAM is not receiving any payment
or other benefits from SCG in connection with the proposed transition in the Fund’s investment adviser.

Comment 2: Please further clarify the disclosure
regarding the new adviser’s management fee structure, including a chart showing how the incentive fee component would work.

Response:	The following disclosure has been
added:

Under the terms of the New Advisory
Agreement, SCG is entitled to a fee consisting of two components—a base management fee and an incentive fee.

John Grzeskiewicz

October 19, 2021

Page 2

The base management fee is calculated
and payable monthly in arrears at the annual rate of 1.50% of the Fund's average daily net assets during such period.

The incentive fee is calculated
and payable quarterly in arrears based upon the Fund’s “pre-incentive fee net investment income” for the immediately
preceding quarter, and is subject to a “hurdle rate,” expressed as a rate of return on the Fund’s “adjusted capital,”
equal to 1.50% per quarter (or an annualized hurdle rate of 6.0%), subject to a “catch-up” feature. For this purpose, “pre-incentive
fee net investment income” means interest income, dividend income and any other income accrued during the calendar quarter, minus
the Fund’s operating expenses for the quarter (including the management fee, expenses reimbursed to SCG for any administrative services
provided by SCG and any interest expense and distributions paid on any issued and outstanding preferred shares, but excluding the incentive
fee). “Adjusted capital” means the cumulative gross proceeds received by the Fund from the sale of the Fund’s shares
(including pursuant to the Fund’s distribution reinvestment plan), reduced by amounts paid in connection with purchases of the Fund’s
shares pursuant to the Fund’s share repurchase program.

The calculation of the incentive
fee on pre-incentive fee net investment income for each quarter is as follows:

 · No incentive fee is payable in any calendar quarter in which the Fund’s pre-incentive fee net investment
income does not exceed the hurdle rate of 1.50%;

 · 100% of the Fund’s pre-incentive fee net investment income, if any, that exceeds the hurdle rate
but is less than or equal to 1.875%. This portion of the Fund’s pre-incentive fee net investment income (which exceeds the hurdle
rate but is less than or equal to 1.875%) is referred to as the “Catch-Up.” The Catch-Up provision is intended to provide
SCG with an incentive fee of 20.0% on all of the Fund’s pre-incentive fee net investment income when the Fund’s pre-incentive
fee net investment income reaches 1.875% in any calendar quarter; and

 · 20.0% of the amount of the Fund’s pre-incentive fee net investment income, if any, that exceeds
1.875% in any calendar quarter is payable to SCG once the hurdle rate is reached and the catch-up is achieved (20.0% of all pre-incentive
fee net investment income thereafter will be allocated to SCG).

The following is a graphical representation
of the calculation of the incentive fee:

Quarterly Incentive Fee

John Grzeskiewicz

October 19, 2021

Page 3

Fund’s Pre-Incentive Fee Net Investment Income

(expressed as a percentage of the Fund’s adjusted
capital)

Percentage of the Fund’s Pre-Incentive Fee
Net Investment Income Allocated to the Incentive Fee

These calculations will be appropriately
prorated for any period of less than three months.

Example: Quarterly Incentive Fee Calculation

Scenario 1

Assumptions:

Investment income (including interest,
dividends, fees, etc.) = 1.25%

Preferred return(1) = 1.50%

Base management fee(2) = 0.375%

Other expenses (legal, accounting,
custodian, transfer agent, etc.)(3) = 0.3%

Calculations:

Pre-incentive fee net investment income
= (investment income – (base management fee + other expenses)) = 0.575%

Pre-incentive fee net investment income
does not exceed the preferred return rate; therefore, there is no incentive fee on income payable.

Scenario 2

Assumptions:

John Grzeskiewicz

October 19, 2021

Page 4

Investment income (including interest,
dividends, fees, etc.) = 2.25%

Preferred return(1) = 1.50%

Base management fee(2) = 0.375%

Other expenses (legal, accounting,
custodian, transfer agent, etc.)(3) = 0.3%

Calculations:

Pre-incentive fee net investment income
= (investment income – (base management fee + other expenses)) = 1.575%

Pre-incentive fee net investment income
is greater than the preferred return rate, therefore incentive fees are payable.

Catch Up Payable	=
100% x (pre-incentive fee net investment income (subject to “catch up” (4)) – preferred return)

= 100% x (the lesser of
pre-incentive fee net investment income or the catch-up – preferred return)

= 100% x (1.575% – 1.50%)

= 0.075%

Pre-incentive fee net investment income
exceeds the preferred return rate, but does not fully satisfy the “catch-up” provision, therefore the incentive fee on income
is 0.075%.

Scenario 3

Assumptions

Investment income (including interest,
dividends, fees, etc.) = 3.00%

Preferred return(1) = 1.50%

Base management fee(2) = 0.375%

Other expenses (legal, accounting,
custodian, transfer agent, etc.)(3) = 0.3%

John Grzeskiewicz

October 19, 2021

Page 5

Calculations:

Pre-incentive fee net investment income
(investment income – (base management fee + other expenses)) = 2.325%

Pre-incentive fee net investment income
is greater than the preferred return rate, therefore incentive fees are payable.

Catch Up Payable	=
100% x (pre-incentive fee net investment income (subject to “catch up” (4)) – preferred return)

= 100% x (the lesser of
pre-incentive fee net investment income or the catch-up – preferred return)

= 100% x (1.875% – 1.50%)

= 0.375%

Catch Up is fully satisfied, therefore incentive
fees are payable at a rate of 20% on remaining pre-incentive fee net investment income.

Total Incentive Fee	=
100% x Catch Up Payable + 20% x (pre-incentive fee net investment income – Catch Up)

= 100% x 0.375% + 20%
(2.325% – 1.875%)

= 0.357% + 20%(0.45%)

= 0.375% + 0.09%

= 0.465%

Pre-incentive fee net investment income exceeds the
fixed preferred return and fully satisfies the “catch-up” provision, therefore the incentive fee on income is 0.465%.

 (1) Represents 6.0% annualized preferred return.

 (2) Represents the base management fee at an annual rate of 1.50% of the Fund's average daily net assets.

 (3) Excludes organization and offering expenses. The amount of other expenses is for illustrative purposes
only and as such, may not reflect actual Fund expenses.

 (4) The “catch-up” provision is intended to provide our Adviser with an incentive fee of 20.0%
on all pre-incentive fee net investment income when our net investment income exceeds 1.875% in any calendar quarter.

 * The returns shown are for illustrative purposes only. There is no guarantee that positive returns will
be realized, and actual returns may vary from those shown in the examples above.

John Grzeskiewicz

October 19, 2021

Page 6

Comment 3: Please disclose any exclusions from
the expense cap limitations under the proposed new expense limitation agreement.

Response: 	The disclosure has been revised
as follows (additional disclosure in italics):

In connection with the New Advisory
Agreement, SCG will enter into expense limitation agreements with the Fund to reduce its fees and to reimburse expenses to ensure that
Net Annual Fund Operating Expenses (exclusive of any front-end or contingent deferred loads, taxes, leverage interest, brokerage commissions,
expenses incurred in connection with any merger or reorganization, indirect expenses such as dividend expense on securities sold short,
expenses of other investment companies in which the Fund may invest, or extraordinary expenses such as litigation) will not exceed
3.00%, 3.65%, and 2.75% of the Fund's average daily net assets attributable to Class A shares, Class C shares, and Class I shares, respectively

Comment 4: With respect to the following sentence,
please clarify whether shareholders will be paying a total fee up to the expense cap limitation amount in addition to the incentive fee.

As such, under the New Advisory
Agreement, the expense caps will reflect an increase of 1.15% for each class of the Fund’s shares and will not include SCG’s
proposed incentive fee.

Response:	The following disclosure has been
added:

Any incentive fees paid to SCG will
be excluded for the purposes of the expense cap limitation. For more information regarding the current Fund expenses and pro forma Fund
expenses under the New Advisory Agreement, please see the table on the following page.

Comment 5: Please provide all information
required by Items 22(a) and 22(c) of Schedule 14A.

Response: Please see response to Comment
6 for pro forma fee information. Additionally, the following disclosures have been added:

For the fiscal year ended
June 30, 2021, LTAM earned an advisory fee in an amount equal to $108,316 (prior to any waivers and/or reimbursements), and LTAM waived
fees and reimbursed fees in the amount of $195,645. For the same fiscal year ended June 30, 2021, SCG would have earned (prior to any
waivers and/or reimbursements, and excluding incentive fees), based on the new proposed advisory fee, an advisory fee equal to $216,635,
which is 100% greater than the advisory fee earned by LTAM for the same period.

John Grzeskiewicz

October 19, 2021

Page 7

Comment 6: Please provide a proforma
fee table.

Response: 	The following tables have
been added:

The tables below illustrate the
difference in fees and expenses of the Fund that would result if the shareholders approved the New Advisory Agreement.

    Shareholder Transaction Expenses
    Class A
    Pro Forma Class A*
    Class C
    Pro Forma Class C*
    Class I
    Pro Forma Class I*

    Maximum Sales Load Imposed on Purchases

(as a percent of offering price)
    4.25%
    4.25%
    None
    None
    None
    None

    Early Withdrawal Charges on Shares Repurchased

Less Than 365 Days After Purchase

(as a % of the original purchase price)
    None
    None
    1.00%
    1.00%
    None
    None

    Annual Expenses

(as a percentage of net assets attributable to shares)
    Class A
    Pro Forma Class A*
    Class C
    Pro Forma Class C*
    Class I
    Pro Forma Class I*

    Management Fees
    0.75%
    1.50%
    0.75%
    1.50%
    0.75%
    1.50%

    Incentive Fees
    -
    0.00%(1)
    -
    0.00%(1)
    -
    0.00%(1)

    Other Expenses
    2.47%
    2.47%
    3.22%
    3.22%
    2.22%
    2.22%

    Shareholder Servicing Expenses
    0.25%
    0.25%
    0.25%
    0.25%
    0.00%
    0.00%

    Distribution Fee
    0.00%
    0.00%
    0.75%(2)
    0.75%(2)
    0.00%
    0.00%

    Remaining Other Expenses
    2.22%
    2.22%
    2.22%
    2.22%
    2.22%
    2.22%

    Acquired Fund Fees and Expenses(3)
    1.99%
    0.10%
    1.99%
    0.10%
    1.99%
    0.10%

    Total Annual Expenses
    5.21%(4)
    4.07%(5)
    5.96%(4)
    4.82%(5)
    4.96%(4)
    3.82%(5)

    Fee Waiver and Reimbursement
    (1.37)%
    (0.97)%
    (1.47)%
    (1.07)%
    (1.37)%
    (0.97)%

    Total Annual Expenses

(after fee waiver and reimbursement)
    3.84%
    3.10%
    4.49%
    3.75%
    3.59%
    2.85%

*Illustrates
pro-forma fees and expenses of the Fund under the New Advisory Agreement

 (1) The incentive fee is based on the Fund’s performance and will not be
paid unless the Fund achieves certain performance targets. The Fund expects the incentive fee the Fund pays to increase to the extent
the Fund earns greater interest income through its investments. The incentive fee is calculated and payable quarterly in arrears based
upon the Fund’s “pre-incentive fee net investment income” for the immediately preceding quarter and is subject to a
hurdle rate, expressed as a rate of return of the Fund’s adjusted capital, equal to 1.50%, or an annualized hurdle rate of 6.0%,
subject to a “catch-up” feature. See the section titled “The Advisory Agreements” above for a full explanation
of how the incentive fee is calculated. Because the example following this table assumes a 5.0% annual return, as required by the SEC,
no incentive fee would be payable in the current fiscal year.

 (2) The Class C shares will pay to the Distributor a Distribution Fee that will
accrue at an annual rate equal to 0.75% of the average daily net assets attributable to Class C shares and is payable on a quarterly basis.
Class A and Class I shares are not currently subject to a Distribution Fee. See “Plan of Distribution.”

 (3) Acquired Fund Fees and Expenses are the indirect costs of investing in other
investment companies. The operating expenses in this fee

John Grzeskiewicz

October 19, 2021

Page 8

  table will not correlate to the expense
ratio in the Fund’s financial highlights, when issued, because the financial statements, when issued, include only the direct operating
expenses incurred by the Fund.

 (4) LTAM and the Fund have entered into an expense limitation and reimbursement
agreement under which LTAM has agreed contractually to waive its fees and to pay or absorb the ordinary annual operating expenses of the
Fund (excluding any front-end or contingent deferred loads, taxes, leverage interest, borrowing interest, brokerage commissions, expenses
incurred in connection with any merger or reorganization, dividend expense on securities sold short, acquired (underlying) fund fees and
expenses or extraordinary expenses such as litigation), to the extent that they exceed 1.85%, 2.50% and 1.60% per annum of the Fund’s
average daily net assets attributable to Class A, Class C and Class I shares, respectively. In consideration of LTAM’s agreement
to limit the Fund’s expenses, the Fund has agreed to repay LTAM in the amount of any fees waived and Fund expenses paid or absorbed,
subject to the limitations that: (1) the reimbursement for fees and expenses will be made only if payable not more than three years from
when they were incurred; and (2) the reimbursement may not be made if it would cause the Expense Limitation to be exceeded. The Expense
Limitation Agreement will remain in effect at least until October 31, 2022, unless and until the Board approves its modification or termination.
This agreement may be terminated only by the Board on 60 days written notice to LTAM.

 (5) SCG and the Fund have entered into an expense limitation and reimbursement
agreement under which SCG has agreed contractually to waive its fees and to pay or absorb the ordinary annual operating expenses of the
Fund (excluding any front-end or contingent deferred loads, taxes, leverage interest, borrowing interest, brokerage commissions,

CORRESP
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December 30, 2019

VIA EDGAR TRANSMISSION

Ms. Deborah O’Neal

Division of Investment Management

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re: Alternative Strategies Fund, File No. 811-22440

Dear Ms. O’Neal:

On December 18, 2019, Alternative
Strategies Fund (the "Fund") filed a preliminary proxy statement on Schedule 14A (the "Proxy") for the purpose
of soliciting shareholder approval of a new investment advisory agreement between the Fund and Ladenburg Thalmann Asset Management,
Inc. (“LTAM” or the “Adviser”). In a telephone conversation on December 20, 2019, you provided comments
on the Proxy to Andrew Davalla of Thompson Hine LLP. Please find below a summary of your comments and the Fund's responses, which
the Fund has authorized Thompson Hine LLP to make on behalf of the Fund.

Comment 1.	Please supplementally respond
whether Advisor Group, Inc. advises any registered investment companies.

Response.	Advisor Group,
Inc. has confirmed to the Fund that it does not advise any registered investment companies.

Comment 2.	Please confirm that all
of the information required by Item 22(c) of Schedule 14A has been provided.

Response.

Comment 3. 	Please disclose if the
Fund has any soft-dollar arrangements.

Response.	The Fund does
not have any soft-dollar arrangements.

Comment 4.	Please revise the reference
to the sub-advisory agreement in the section entitled “Background” to advisory agreement.

Response.	The requested
revision has been made.

If you have any questions, please call Andrew
Davalla at (614) 469-3353.

Very truly yours,

/s/Andrew Davalla

Andrew Davalla

CORRESP
1
filename1.htm

February
11, 2019

VIA EDGAR TRANSMISSION

Ms. Samantha Brutlag

Senior Counsel

Division of Investment Management

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re: Alternative Strategies Fund Proxy, File No.
811-22440

Dear Ms. Brutlag:

On February 5, 2019, Alternative
Strategies Fund (the "Registrant") filed a preliminary proxy statement on Schedule 14A (the "Proxy") for the
purpose of soliciting shareholder approval of a new investment advisory agreement. In a telephone conversation on February 8, 2019,
you provided comments on the Proxy to Krisztina Nadasdy of Thompson Hine LLP. Please find below a summary of your comments and
the Registrant's responses, which the Registrant has authorized Thompson Hine LLP to make on behalf of the Registrant.

Comment 1. Please confirm
to the staff that the Registrant has addressed all requirements under Item 22(c) of Schedule 14A.

Response. Registrant so confirms.

If you have any questions, please call Krisztina
Nadasdy at (614) 469-3243 or Andrew Davalla at (614) 469-3353.

Very truly yours,

/s/Andrew Davalla

Andrew Davalla

CORRESP
1
filename1.htm

LADENBURG THALMANN ALTERNATIVE STRATEGIES FUND

James Colantino

Treasurer

Direct Telephone: (631) 470-2603

Fax: (631) 470-2701

E-mail: jim.colantino@thegeminicompanies.com

December 7, 2018

VIA EDGAR (Correspondence Filing)

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

Attn : Tony Burak

(202) 551-6750

RE:	Ladenburg Thalmann Alternative Strategies Fund
(the “Registrant”)

File Nos. 333-168158; 811-22440

Dear Mr. Burak:

On behalf of the Registrant,
this letter responds to the comments you provided by telephone with respect to the above-referenced Funds. Your comments are set
forth below, and each is followed by the Registrant’s response.

Ladenberg Thalmann Alternative Strategies
Fund N-CSR dated 6/30/2018

        Comment 1:

    The shareholder letter references the Barclays Aggregate Bond Index performance while the performance table has the Barclays Government/Credit Bond Index.  Please explain.

    Response:
    The index name in the shareholder letter was incorrectly disclosed as the Barclays Aggregate Bond Index while the performance number was that of the Barclays Government/Credit Bond Index.  Going forward, we will make certain that the index name is correctly stated in the shareholder letter.

    Comment 2:
    Please confirm the two index ending values are correct as reported on Growth of $10,000 Investment Graph.

    Response:
    The two index ending values as reported are confirmed accurate.

    Comment 3:
    On the Portfolio of Investments, securities that are valued using unobservable inputs (Level 3) should be noted.

    Response:
    In addition to the illiquid and fair valued securities which were identified in the Portfolio of Investments, we will mark and footnote those securities that were valued using unobservable inputs (Level 3) in future shareholder reports.

    Comment 4:
    Please include the share class for any underlying fund holding reported on the Portfolio of Investments.

    Response:
    Going forward, the share class will be included in the security description.

    Comment 5:
    Please consider the need to include more quantitative information in the disclosure regarding the fair valuation methodology described in Note 2 of the Notes to Financial Statements.

    Response:
    The current form of disclosure regarding the fair valuation methodology is a narrative description of the fair valuation process as it relates to its non-traded investments as permitted under ASC 820.  Going forward, we will review the ability to include more quantitative information in support of the narrative description.

    Comment 6:
    Please review the disclosure in Note 3 with respect to the recoupment terms of any advisor expense reimbursements as compared to the Fund’s prospectus.  Additionally, please consider whether recording a liability for the recoupment is appropriate in accordance with ASC 450.

    Response:
    Going forward, the disclosure in the financial statements with respect to the measurement date for expiration of the 3-year expense reimbursement recoupment ability of the adviser will be modified to reflect that disclosed in the prospectus.  Currently, the asset level of the Fund does not support the need to record a liability for recoupment of expense reimbursements by the adviser.  This is monitored on a monthly basis.

    Comment 7:
    With respect to Form N-2, please disclose the trustee/officer address in the Trustee table along with the reference to the Statement of Additional Information.

    Response:
    Such disclosures will be included in the Trustee table in future shareholder reports.

    Comment 8:
    Please note that Item 12 on the Form N-CSR was amended in August 2018 for closed-end funds to disclose information relating to securities lending.

    Response:
    The Fund did not engage in any securities lending activity during the reporting period. Going forward, the Form N-CSR will be updated to reflect the requirements under Item 12 with respect to securities lending activity.

* * *

Please contact me at (631) 470-2619 if you should require any further
information.

Sincerely,

/s/ James Colantino

Treasurer

Ladenburg Thalmann Alternative Strategies Fund

CORRESP
1
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Blu Giant, LLC

    October 25, 2016

        Deborah O’Neal-Johnson

        Office of Disclosure and Review

        Division of Investment Management

        U.S. Securities and Exchange Commission

        100 F Street, N.E.

        Washington, D.C. 20549

 Re: Alternative Strategies Fund (the “Registrant”) (File Nos. 033-168158, 811-22440)

Dear Ms. O’Neal-Johnson:

On August 31, 2016, the
Registrant filed Post-Effective Amendment No. 11 to its registration statement on Form N-2 (the “Amendment”). In a
telephone conversation on October 18, 2016, you provided comments to the Amendment to Andrew Davalla.. Please find below a summary
of those comments and the Registrant's responses.

Comment 1.	Please supplementally
explain the methodology used to redesignate the Fund’s share classes and any grandfathering of shareholders regarding any
new purchase restrictions or fees.

Response.	The Fund’s
original common shares were redesignated as Class A shares and Class C shares were created on December 30, 2014. The rights and
fees/expenses charged to common share shareholders were not changed by the redesignation of common shares into Class A shares.
Existing Class A and Class C shareholders will not be affected by the creation of Class I shares.

Comment 2.	Please consider
the Fund’s disclosure regarding derivatives in light of Barry Miller’s 2011 letter to the ICI regarding derivatives.

Response.	The Registrant confirms
that it has considered the Barry Miller 2001 letter to the ICI with respect to its derivatives disclosure.

Comment 3.	Please supplementally
provide the Fund’s fee table in your response.

Response.	The fee table has
been provided below:

SUMMARY OF FUND EXPENSES

    Class A

    Class C

    Class I

    Shareholder Transaction Expenses

        Maximum Sales Load Imposed on Purchases

        (as a percent of offering price)

    6.00%

    None

    None

        Early Withdrawal Charges on Shares Repurchased

    None

    1.00%

    None

       835569.2

        October 25, 2016

        Page 2

        Less Than 365 Days After Purchase

        (as a % of the original purchase price)

        Annual Expenses

        (as a percentage of net assets attributable to shares)

    Management Fees

    0.75%

    0.75%

    0.75%

    Other Expenses

    1.37%

    2.16%

    1.12%

    Shareholder Servicing Expenses
    0.25%

    0.25%

    0.00%

    Distribution Fee
    0.00%

    0.75%3

    0.00%

    Remaining Other Expenses
    1.12%

    1.16%

    1.12%

    Acquired Fund Fees and Expenses1

    1.85%

    1.85%

    1.85%

    Total Annual Expenses2

    3.97%

    4.76%

    3.72%

    Fee Waiver and Reimbursement

    (0.37)%

    (0.41)%

    (0.37)%

        Total Annual Expenses

        (after fee waiver and reimbursement)

    3.60%

    4.35%

    3.35%

 (1) Acquired Fund Fees and
Expenses are the indirect costs of investing in other investment companies. The operating expenses in this fee table will not correlate
to the expense ratio in the Fund's financial highlights, when issued, because the financial statements, when issued, include only
the direct operating expenses incurred by the Fund.

 (2) The Adviser and the Fund
have entered into an expense limitation and reimbursement agreement (the Expense Limitation Agreement) under which the Adviser
has agreed contractually to waive its fees and to pay or absorb the ordinary annual operating expenses of the Fund (excluding any
front-end or contingent deferred loads, taxes, leverage interest, borrowing interest, brokerage commissions, expenses incurred
in connection with any merger or reorganization, dividend expense on securities sold short, acquired (underlying) fund fees and
expenses or extraordinary expenses such as litigation), to the extent that they exceed 1.75%, 2.50% and 1.50% per annum of the
Fund's average daily net assets attributable to Class A, Class C and Class I shares, respectively (the Expense Limitation). In
consideration of the Adviser's agreement to limit the Fund's expenses, the Fund has agreed to repay the Adviser in the amount of
any fees waived and Fund expenses paid or absorbed, subject to the limitations that: (1) the reimbursement for fees and expenses
will be made only if payable not more than three years from the end of the fiscal year in which they were incurred; and (2) the
reimbursement may not be made if it would cause the Expense Limitation to be exceeded. The Expense Limitation Agreement will remain
in effect at least until October 31, 2017, unless and until the Board approves its modification or termination. This agreement
may be terminated only by the Fund's Board of Trustees on 60 days written notice to the Adviser. See "Management of the Fund."

(3) The Class C shares will pay to the
Distributor a Distribution Fee that will accrue at an annual rate equal to 0.75% of the average daily net assets attributable to
Class C shares and is payable on a quarterly basis. Class A and Class I shares are not currently subject to a Distribution Fee.
See "Plan of Distribution."

Comment 4.	Please confirm
that the expense example reflect the one-year term of the expense limitation agreement.

Response: The Registrant so confirms.

Comment 5.	Please clarify
that any return of capital pursuant to a quarterly distribution is not from the Fund’s investment profits.

Response.	The following disclosure
has been added:

        October 25, 2016

        Page 3

Return of capital
represents a return of your original investment and is not generated from the Fund’s investment income profits.

Comment 6.	Please confirm
if the Fund intends to report a distribution yield to shareholders.

Response.	The Fund does not
currently regularly report its distribution yield to shareholders. Total return performance information is available on the Fund’s
website at www.ltafx.com.

If you have any questions or additional
comments, please call Andrew Davalla at (614) 469-3353.

Very truly yours,

/s/ Andrew Davalla

Andrew Davalla

CORRESP
1
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GemCom, LLC

October 28, 2014

John Grzeskiewicz

Laura Hatch

U.S. Securities and Exchange Commission

Division of Investment Management

Office of Investment Company Regulation

100 F Street, N.E.

Washington, D.C. 20549

RE:

Alternative Strategies Fund, et. al, File No. 812-14328

Dear Mr. Grzeskiewicz and Ms. Hatch:

On September 9, 2014, Alternative Strategies Fund (the “Registrant” or the “Fund”) filed a registration statement under the Securities Act of 1933 on Form N-1A (the “Registration Statement”).  In a telephone conversation on October 22, 2014, Mr. Grzeskiewicz, you and other members of the Commission’s staff (the “Staff”) provided comments to the Registration Statement.  Additionally, Ms. Hatch,  provided oral comments with respect to the Fund’s Annual Report to Shareholders, for the period ended June 30, 2014 (the "Annual Report").

Please find below a summary of the Staff’s comments and the Registrant's responses, which the Registrant has authorized Thompson Hine LLP to make on behalf of the Registrant.

Registration Statement

Comment 1.

Please advise the Staff, supplementally, to what extent the Fund intends to invest in: (a) private hedge funds, (b) private real estate investment trusts (“REITs”), (c) other private pooled vehicles.  It is the Staff’s position that the Fund must either limit its sales to accredited investors, or limit its investment in such private pooled vehicles to 35% of the Fund’s total assets.  The Staff’s position is based on Section 48(a) of the Investment Company Act of 1940 (the “1940 Act”); “[i]t shall be unlawful for any person, directly or indirectly, to cause to be done any act or thing through or by means of any other person which it would be unlawful for such person to do under the provisions of this title or any rule, regulation, or order thereunder.”

Response.  The Fund invests, and intends to invest in the future, to a limited extent in the private pooled vehicles referenced in Comment 1.  As of October 21, 2014, the Fund held 95.21% of its assets in publicly traded securities and/or registered non-traded securities, 0% of its assets in private hedge funds, 0% in private REITs, and 4.79% in other private pooled vehicles.  Registrant confirms that the Fund will limit its total investment in private pooled vehicles to 35% or less of its total assets.   We understand that registered, publicly offered, non-traded securities, such as registered REITs and registered BDCs, would not be considered a private pooled vehicle.

October 28, 2014

Page 2

Comment 2.

Please review and reconsider the prospectus disclosure under the heading “Investor Suitability.”  In particular, is such disclosure accurate and complete?  Should an accredited investor or other suitability standard be included?

Response.

Registrant has revised the “Investor Suitability” disclosure to state that the Fund can invest up to 35% of its total assets in private investment funds, including up to 15% in hedge funds, and that these private funds may be riskier than public funds.

Comment 3.

Footnote 2 to the Fee table provides, in relevant part, “The Adviser and the Fund have entered into an expense limitation and reimbursement agreement (the Expense Limitation Agreement) under which the Adviser has agreed contractually to waive its fees and to pay or absorb the ordinary annual operating expenses of the Fund (including any front-end or contingent deferred...” Emphasis supplied.  However, in Item 9 in “MANAGEMENT OF THE FUND - Investment Advisor,” similar disclosure provides, “The Adviser and the Fund have entered into an expense limitation and reimbursement agreement (the Expense Limitation Agreement) under which the Adviser has agreed contractually to waive its fees and to pay or absorb the ordinary operating expenses of the Fund (excluding front-end or contingent deferred ….” Emphasis supplied.  Please revise the disclosure as necessary for consistency.  Additionally, if “excluding” is correct, please confirm supplementally that no shareholder received a prospectus with the incorrect disclosure.

Response.

Registrant has corrected the disclosure in Footnote 2 to the Fee Table for consistency with the Item 9 disclosure.  Registrant confirms that no shareholder received a prospectus with the incorrect disclosure, and that the erroneous disclosure in the Registration Statement as filed on September 9, 2014 was a typographical error.

Comment 4.

On page 4 of the prospectus under “INVESTMENT OBJECTIVE, POLICIES AND STRATEGIES – Investment Objective and Policies” equities are described to “include common stock (including high yield common stocks)….”  Please clarify what is meant by “high yield common stocks.”  Is this meant to refer to high yield or “junk” bonds, or merely common stocks that pay a higher than average dividend?

Response.

Registrant has revised the disclosure as follows:

The Fund may also invest in equities and bonds including common stock (including high yield common stocks) and preferred stocks, and fixed income securities (including Treasury Bonds, municipal bonds, corporate bonds, bills, and notes).  The Fund invests without restriction as to issuer capitalization or credit quality including those rated below investment grade (also referred to as “junk bonds” high yield securities).

Comment 5.

On page 4 of the prospectus under “INVESTMENT OBJECTIVE, POLICIES AND STRATEGIES – Investment Objective and Policies” reference is made to common stocks, preferred stocks, and fixed income securities, but risk disclosure regarding these types of investments is not included in the “RISK FACTORS” section.  If common stocks, preferred

781865

October 28, 2014

Page 3

stocks, and fixed income securities are a part of the Fund’s principal investment strategy, please include disclosure highlighting the risks of such investments in “RISK FACTORS.”

Response.

Registrant has revised the “RISK FACTORS” disclosure to include Common Stock Risk, Preferred Stock Risk, and Fixed Income Risk.  The added disclosures are provided below:

Item 4

Common Stock Risk.  The value of the Fund will fluctuate based on changes in the value of the equity securities in which the Investment Funds invest.  Common stock prices can fall rapidly in response to developments affecting a specific company or industry, or to changing economic, political, or market conditions.

Fixed Income Risk. Typically, a rise in interest rates causes a decline in the value of fixed income securities.

Preferred Stock Risk. The rights of holders of preferred stock on the distribution of a corporation’s assets in the event of liquidation are generally subordinate to the rights associated with a corporation’s debt securities.

Item 9

Common Stock Risk.  The value of the Fund will fluctuate based on changes in the value of the equity securities in which the Investment Funds invest.  Common stock prices can fall rapidly in response to developments affecting a specific company or industry, or to changing economic, political or market conditions.  Stock prices in general may decline over short or even extended periods of time.  Market prices of equity securities in broad market segments may be adversely affected by a prominent issuer having experienced losses or by the lack of earnings or such an issuer’s failure to meet the market’s expectations with respect to new products or services, or even by factors wholly unrelated to the value or condition of the issuer, such as changes in interest rates.  The risks that are associated with investing in common stock include the financial risk of purchasing individual companies that perform poorly, the risk that the stock markets in which the common stock purchased by the Fund trade may experience periods of turbulence and instability, and the general risk that domestic and foreign economies may go through periods of decline and cycles of change.  Many factors affect an individual company’s performance, such as the strength of its management or the demand for its services or products.  You should be aware that the value of a company’s share price may decline as a result of poor decisions made by management or lower demand for the company’s services or products.  In addition, a company’s share price may also decline if its earnings or revenues fall short of expectations.  There are also risks associated with the stock market overall.  Over time, stock markets tend to move in cycles, with periods when stock prices rise generally and periods when stock prices decline generally.  The value of the Fund’s investments may increase or decrease more than the stock market in general.

Fixed Income Risk.  When the Fund invests in fixed income securities, the value of your investment in the Fund will fluctuate with changes in interest rates. Typically, a rise in interest rates causes a decline in the value of fixed income securities. In general, the market price of debt securities with longer maturities will increase or decrease more in response to changes in interest rates than shorter-term securities. Other risk factors include credit risk (the debtor may default) and prepayment risk (the debtor may pay its obligation early, reducing the amount of interest payments). These risks could

781865

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affect the value of a particular investment, possibly causing the Fund's share price and total return to be reduced and fluctuate more than other types of investments.

Changing Fixed Income Market Conditions Risk.  When the Fund invests in fixed income securities, the value of your investment in the Fund will decline if interest rates rise.  During periods of sustained rising rates, fixed income risks will be amplified.

Preferred Stock Risk.  Preferred stock, unlike common stock, offers a stated dividend rate payable from a corporation’s earnings. Such preferred stock dividends may be cumulative or non-cumulative, participating or auction rate. If interest rates rise, the fixed dividend on preferred stocks may be less attractive, causing the price of preferred stocks to decline. Preferred stock may have mandatory sinking fund provisions, as well as call/redemption provisions prior to maturity, a negative feature when interest rates decline. Dividends on some preferred stock may be “cumulative,” requiring all or a portion of prior unpaid dividends to be paid before dividends are paid on the issuer’s common stock. Preferred stock also generally has a preference over common stock on the distribution of a corporation’s assets in the event of liquidation of the corporation, and may be “participating,” which means that it may be entitled to a dividend exceeding the stated dividend in certain cases. The rights of holders of preferred stock on the distribution of a corporation’s assets in the event of liquidation are generally subordinate to the rights associated with a corporation’s debt securities.

Comment 6.  In the prospectus, under the heading “DISTRIBUTION POLICY – Quarterly Distribution Policy,” please include the following disclosure in connection with the discussion regarding return of capital: “A return of capital constitutes a return of a shareholder’s original investment.”

Response.

The third paragraph of “DISTRIBUTION POLICY – Quarterly Distribution Policy” is revised as follows:

The dividend distribution described above may result in the payment of approximately the same amount or percentage to the Fund's shareholders each quarter. Section 19(a) of the 1940 Act and Rule 19a-1 thereunder require the Fund to provide a written statement accompanying any such payment that adequately discloses its source or sources. Thus, if the source of the dividend or other distribution were the original capital contribution of the shareholder, and the payment amounted to a return of capital, the Fund would be required to provide written disclosure to that effect. A return of capital constitutes a return of a shareholder’s original investment.  Nevertheless, persons who periodically receive the payment of a dividend or other distribution may be under the impression that they are receiving net profits when they are not. Shareholders should read any written disclosure provided pursuant to Section 19(a) and Rule 19a-1 carefully and should not assume that the source of any distribution from the Fund is net profit.

Annual Report

Comment 7.

The shareholder letter dated June 30, 2014 (“MDFP”), states “The distributions paid to the shareholders of record in the first quarter and second quarter of 2014, were $0.1445 and $0.1461 quarter per share, respectively. As of the second quarter dividend, the annualized distribution of the Fund was approximately 6.02%” and no reference is made to return of capital.  This could be confusing to shareholders as they may confuse return of capital with yield.    Please clarify in the prospectus that:

781865

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·

Shareholders who periodically receive the payment of a dividend or other distribution consisting of a return of capital may be under the impression that they are receiving net profits when they are not.

·

Shareholders should not assume that the source of a distribution from the fund is net profit.

Response.

Prospectus disclosure currently provides, “persons who periodically receive the payment of a dividend or other distribution may be under the impression that they are receiving net profits when they are not. Shareholders should read any written disclosure provided pursuant to Section 19(a) and Rule 19a-1 carefully and should not assume that the source of any distribution from the Fund is net profit.”  Additionally, as reflected in response to Comment 6, the following disclosure has been added to the prospectus: A return of capital constitutes a return of a shareholders original investment.

Registrant further notes that each shareholder receives a 19-A Notice each quarter detailing the amount and nature of all distributions made during the period.  Registrant will update the Fund’s website to provide additional information to shareholders with respect to the nature of dividends.  Specifically, the following changes will be made to the website:

·

The section titled “Dividend History” has been changed to “Distribution History”;

·

The following disclosure has been added below the Distribution History chart:

“The Fund may make distributions, a portion of which are treated as return of capital. A return of capital may occur for example, when some or all of the money that you invested in a Fund is paid back to you. A return of capital distribution does not necessarily reflect a Fund’s investment performance and should not be confused with “yield,” “income” or “profit.” You should not draw any conclusions about a Fund’s investment performance from the amount of this distribution or from the terms of the Funds’ distribution policy.”

Comment 8.

Please inform the Staff whether the Fund intends to report a distribution rate.  If the Fund intends to report a distribution rate at any point prior to finalizing its tax figures, the Fund should disclose the estimated portion of the distribution rate that results from return of capital.  References to “distribution yield” should be revised to “distribution rate.”  In addition, reports containing distribution rates should be accompanied by the total return and/or SEC yield.

Response.

Registrant reports an annualized distribution to shareholders each quarter on the Fund’s website through the Fund’s “Fact Card” and annually in the Management Discussion of Fund Performance.  Registrant confirms that going forward it will refer to “distribution rate” and will include total return and/or SEC yield with any reporting of distribution rates to shareholders.

Comment 9.

In Note 2 to the Financial Statements, approximately $8.3 million of the fair valued securities were transferred from Level 3 to Level 2.  The Note indicates that this change was due to a

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GemCom, LLC

December 17, 2012

John Grzeskiewicz

Senior Counsel

Office of Disclosure and Review

Division of Investment Management

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C.  20549

Re:

Ladenburg Thalmann Alternative Strategies Fund

File Nos. 333-168158; 811-22440

Dear Mr. Grzeskiewicz:

On November 2, 2012, the Ladenburg Thalmann Alternative Strategies Fund (the "Registrant" or the "Fund"), filed Post-Effective Amendment No. 3 to its registration statement under the Securities Act of 1933 on Form N-2.  On December 14, 2012, you provided oral comments with respect to the amendment.  Please find below the Registrant's responses to those comments, which the Registrant has authorized Thompson Hine LLP to make on its behalf.  Any typographical corrections have been made throughout but are not enumerated in this letter.

PROSPECTUS/GENERAL

Comment 1.  Please confirm that: (i) the Fund's allocation of assets to the wholly-owned Cayman Island-based subsidiary is expected to remain a non-principal strategy (below 10%); (ii) the Registrant will amend its registration statement to included prospectus-level disclosures should the use of the subsidiary become a principal investment strategy exceeding 10% of Fund assets; and (iii) the Registrant will include an explanation of the diminished role of the subsidiary in the Management's Discussion and Analysis of Financial Condition and Results of Operations (commonly referred to as the letter to shareholders) portion of its next annual report or in the optional letter to shareholders in the next semi-annual report.

Response.  The Registrant (i) confirms that the Fund's allocation of assets to the wholly-owned Cayman Island-based subsidiary is not a principal strategy and is expected to remain below 10% (it was 4.58% as of September 30, 2012); (ii) the Registrant undertakes that it will amend its registration statement to included prospectus-level disclosures should allocation the subsidiary become a principal investment strategy exceeding 10% of Fund assets; and (iii) the Registrant undertakes to include an explanation of the diminished role of the subsidiary in the letter to shareholders in the next semi-annual report to the extent such an explanation can be made without potentially misleading or confusing shareholders.

The Registrant has authorized Thompson Hine LLP to convey to you that the Registrant acknowledges the following:

1.

The Registrant is responsible for the adequacy and accuracy of the disclosure in the filings reviewed by the staff;

2.

Staff comments or changes to disclosure in response to staff comments in a filing reviewed by the staff do not foreclose the Commission from taking any action with respect to the filing; and

3.

The Registrant may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

If you have any questions or additional comments, please call Parker Bridgeport at (614) 469-3238 or JoAnn Strasser at (614) 469-3265.

Sincerely,

/s/ Thompson Hine LLP

724365.1

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GemCom, LLC

450 Wireless Blvd.

Hauppauge, New York 11788

LADENBURG THALMANN ALTERNATIVE

STRATEGIES FUND

James Ash

Secretary

Direct Telephone: (631) 470-2619

Fax: (631) 813-2884

E-mail: jamesa@geminifund.com

August  24, 2012

VIA EDGAR (Correspondence Filing)

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, DC  20549

Attn : Laura Hatch, Senior Attorney

(202) 551-6957

RE:

Ladenburg Thalmann Alternative Strategies Fund (the “Registrant”)

File Nos. 333-168158; 811-22440

Dear Ms. Hatch:

On behalf of the Registrant, this letter responds to the comments you provided by telephone to Kevin Wolf on Friday, June 29, 2012, with respect to the above-referenced Funds.  Your comments are set forth below, and each is followed by the Registrant’s response.

Ladenberg Thalmann Alternative Strategies Fund N-CSR dated 6/30/2011

Comment 1:

	Should the financial statements of the Commodity Trading Advisor (“CTA”) be consolidated with the Fund?

Response:

	There was no economic control (i.e., greater than 50% ownership) of the CTA during the reporting period which would require consolidation.

Comment 2:

	Please provide a description in the Footnotes with respect to the nature of investments held in the Controlled Foreign Corporation (“CFC”).

Response:

	Please refer to Footnote 2 of the report which provides the following language:

“LASF invests in the global derivatives markets through the use of one or more proprietary global macro trading programs (“global macro programs”), which are often labeled "managed futures" programs.  Global macro programs attempt to earn profits in a variety of markets by employing long and short trading algorithms applied to futures, options, forward contracts, and other derivative instruments.  It is anticipated that the global macro programs used by LASF will be tied to a variety of global markets for currencies, interest rates, stock market indices, energy resources, metals and agricultural products.  LASF’s investments in a global macro program may be through investment in one or more unaffiliated private investment vehicles or unaffiliated commodity pools (“unaffiliated trading companies”) advised by one or more commodity trading advisors or “CTAs” registered with the U.S. Commodity Futures Trading Commission.”

We believe the above disclosure to provide a sufficient description of the general nature of the investments in the CFC.

The Registrant acknowledges that:

·

The Registrant is responsible for the adequacy and accuracy of the disclosure in the filings;

·

Staff comments or changes to disclosure in response to staff comments in the filings reviewed by the staff do not foreclose the Securities and Exchange Commission from taking any action with respect to the filing; and

·

The Registrant may not assert staff comments as a defense in any proceeding initiated by the Securities and Exchange Commission or any person under the federal securities laws of the United States.

*          *          *

Please contact me at (631) 470-2619 if you should require any further information.

Sincerely,

/s/ James Ash

Secretary

Ladenburg Thalmann Alternative Strategies Fund

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GemCom, LLC

September 2, 2010

Mary Cole

Senior Counsel

Office of Disclosure and Review

Division of Investment Management

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re:

Ladenburg Thalmann Alternative Strategies Fund

File Nos. 333-168158; 811-22440

Acc. No: 0000910472-10-000732

Dear Ms. Cole:

On July 15, 2010, Ladenburg Thalmann Alternative Strategies Fund (the "Registrant" or "Fund") filed its registration statement under the Securities Act of 1933 on Form N-2.  You provided written comments by letter dated August 11, 2010, with respect to the registration statement.  On September 1, 2010, the Registrant provided responses to those comments.  Related to the responses provided, the Registrant hereby undertakes that it will submit Pre-Effective Amendment No. 1 to the Fund’s Registration Statement (the "Amendment") to incorporate those responses and provide other information and exhibits on or before September 9, 2010.  On behalf of the Registrant and Ladenburg Thalmann & Co. Inc., the Registrant's principal underwriter, the Registrant hereby requests acceleration of the effective date of the Amendment to the Registrant's Registration Statement on the date submitted or, in the alternative, acceleration to the earliest possible time on or before September 15, 2010.

The Registrant has authorized me to convey to you that the Registrant acknowledges the following:

1.

The Registrant is responsible for the adequacy and accuracy of the disclosure in the filings reviewed by the staff;

2.

Staff comments or changes to disclosure in response to staff comments in a filing reviewed by the staff do not foreclose the Commission from taking any action with respect to the filing;

3.

The action of the Commission or the staff, acting pursuant to deleted authority, in declaring the filing effective does not relieve the Registrant from its full responsibility for the accuracy and adequacy of the disclosure in the filing; and

4.

The Registrant may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

If you have any questions or additional comments, please call Parker Bridgeport at (614) 469-3238 or the undersigned at (513) 352-6725.

Best regards,

/s/ JoAnn M. Strasser

JoAnn M. Strasser

CORRESP
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filename1.htm

GemCom, LLC

September 1, 2010

Mary Cole

Senior Counsel

Office of Disclosure and Review

Division of Investment Management

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re:

Ladenburg Thalmann Alternative Strategies Fund

File Nos. 333-168158; 811-22440

Dear Ms. Cole:

On July15, 2010, Ladenburg Thalmann Alternative Strategies Fund (the "Registrant" or "Fund") filed its registration statement under the Securities Act of 1933 on Form N-2.  You provided written comments by letter dated August 11, 2010, with respect to the registration statement.  Please find below the Registrant's responses to those comments.  Any typographical corrections have been made throughout and are not enumerated in the following responses.  For your convenience, I have summarized those comments.

Prospectus Comments

1.

Cover—Please add a statement describing the tendency of closed-end fund shares to trade at a discount from net asset value and the risk of loss created for investors purchasing shares in the initial public offering.  See Item 1. i. of Form N-2.

Response.  Shares of the Registrant do not trade on a public exchange.  Rather, the Registrant is an interval fund that provides an opportunity for shareholders to redeem shares on a quarterly basis at net asset value.  Consequently, the Registrant's shares will not trade at a discount to net asset value and there is not a risk to investors purchasing in the initial public offering that the market price of their shares will be less than the share's net asset value.  The Registrant notes that the prospectus cover page discloses that the Fund has no history of trading and that shares will not be listed on a public exchange.  The Registrant believes that any reference to trading at a discount would tend to confuse and mislead investors because shares will not trade in the secondary market.

2.

Prospectus Summary—Explain in your response whether the Fund is a "fund of hedge funds."  If it is, disclose any suitability requirements and how they will be enforced.  In addition, disclose whether the Fund will be exchange traded and the percentage of the investment funds that will be unregistered.

Response.  The Fund is not a fund of hedge funds.  Nevertheless, investor suitability is discussed on page 7.  The Fund will not be exchange-traded as disclosed on page one of the Prospectus.  The percentage of the Fund's assets that will be invested in unregistered investment funds was not known at the time of filing the registration statement and will depend on market conditions and the adviser's execution of its investment strategy.  The prospectus discloses that the Fund will invest primarily in public and privately traded investment funds (see response below to comment 4 (a)).  The Registrant believes that any attempt to further quantify the percentage of the Fund's assets that will be invested in unregistered investment funds would be speculative.

3.

Prospectus Summary—With respect to the subsidiary, please provide representations that address the following requirements:

a) Will the Fund look through to the subsidiary regarding diversification, leverage and concentration?

Response.  Yes. The Registrant will expand the Prospectus Summary to so state.

b) Will the Registrant consolidate the financial statements of the subsidiary and the Fund?

Response.  Yes. The Registrant will expand the Prospectus Summary to so state.

c) Will the advisory contract comply with Section 15 of the 1940 Act and will it be approved in accordance with Section 15 by the Fund's Board of Trustees?

Response.  Yes. The Registrant notes, however, that the approval will be in the form of a ratification of the advisory contract between the Fund's wholly-owned subsidiary and its adviser, which is also the adviser to the Fund.

d) Will the subsidiary comply with Section 10 and 16 of the 1940 Act?

Response.  Yes, the subsidiary will comply with both sections of the 1940 Act.

e) Will the subsidiary submit to inspection by the Commission?  This could be documented in an undertaking in Part C.

Response.  Yes.  The Registrant will provide such an undertaking in Part C of the registration statement.

f) Will the subsidiary comply with Section 17f with respect to the custodial relationships?

Response.  Yes.  The subsidiary will maintain custody of its securities at the same custodian used by the Fund.

4.

Prospectus Summary—Investment Objective and Policies—

a) Disclose the percentage of Fund assets that are expected to be invested in private and publicly traded alternative investment funds.

Response.  The Registrant anticipates investing "primarily" (more than 50% of its total assets) in private and publicly traded alternative investment funds and real estate investment trusts ("REITs").  However, among this group of investment types, the Registrant believes any attempt to quantify percentages would be speculative.  Nonetheless, the Registrant believes that a normal construction of "primarily" and "principally" (see Item 8(2)(b)(1) with respect to principally) when taken together and when read in the context of the registration statement would lead to the conclusion that private and publicly traded alternative investment funds, as a group and under normal market conditions, will constitute over 50% of the Registrant's assets.  Prospectus disclosures have been changed to make clearer that the Fund invests primarily in investment funds.

b) Disclose the types of securities other than alternative investment funds in which the Fund is expected to invest.

Response.  The prospectus discloses that in addition to alternative investment funds, the Registrant also will invest in REITs, and for temporary defensive purposes, cash and cash equivalents.

c) The disclosure states that the Fund invests "without restriction as to issuer capitalization."  In your response, explain the relevance of "issuer capitalization" when the Fund primarily invests through pooled vehicles. If this disclosure means that the Fund may invest in pooled investment funds that focus their investments in small and medium capitalization companies, please so specify. If the Fund also may invest directly in small and medium capitalization companies, please so specify.

Response.  The Registrant may invest directly and indirectly in small and medium capitalization companies.  The Registrant invests directly by investing in REITs, but will also invest indirectly through pooled vehicles.  The Registrant will add an explanatory sentence prior to each risk disclosure section stating that the risks apply to direct as well as indirect investments.

d) The disclosure states that the Fund will invest up to 25 percent of its assets in the Subsidiary, which primarily invests in investment funds that invest in derivatives, including commodity and financial futures, commodity-linked notes and swap contracts.  In your response, please provide a representation that a majority of the Fund's assets will be invested, directly and indirectly, in "securities."

Response.  The Registrant represents that a majority of the Fund's assets will be invested, directly and indirectly, in "securities."

e) Disclose the percentage of the Fund's assets that are expected to be invested in foreign securities.

Response.  The Registrant does not intend to invest in foreign securities, but notes that some pooled vehicles in which it invests may make foreign investments.  Furthermore, the Registrant does not invest in pooled vehicles with the intent of gaining exposure to foreign securities.  Any attempt to quantify the percentage of the Fund's assets that may be indirectly invested in foreign securities would be speculative.  Although the Registrant does not believe that indirect foreign investing through pooled vehicles will constitute a principal investment strategy, the Statement of Additional Information does provide foreign investing disclosures in the event that an investment fund in which the Fund invests holds foreign securities.

f)  Disclose the policy of the Fund to invest in master limited partnerships and in the energy sector.

Response.  The Registrant believes that it has described its investment strategy with respect to master limited partnerships and the energy sector under sections entitled "Investment Funds" and also describes the risks associated with these investments under the section entitled "Master Limited Partnerships and Energy Sector Risks."

g)  The disclosure in the summary states that the Fund concentrates investments in the real estate industry. The disclosure in the summary under the heading "Investment Funds" states that the Fund is "sector focused" in energy, healthcare, utilities, industrials, financial services, consumer products or technology. Later in the prospectus under "Concentration Risk" the disclosure states that investments "will be concentrated in one or more industries within the energy sector." Please reconcile the disclosure.

Response.  The Registrant does not intend to concentrate in the energy sector.  The reference to "concentration" in the energy sector was made in error.  The Registrant intends to focus on energy sector investments, but will not concentrate in that sector.  Conforming edits will be made throughout the prospectus.

5.

Investment Funds—

a)  In your response explain whether a majority of the Fund's assets can be invested utilizing a "managed futures" strategy.

Response.  The Registrant has no present intention to invest a majority of Fund assets using a managed futures strategy. (Please see response to comment number 4 d)).

b)  Disclose that derivative instruments may be used for hedging and for speculation. See Letter dated July 30, 2010, from Barry Miller Associate Director, Office of Legal and Disclosure, Division of Investment Management to the Investment Company Institute ("Derivatives Letter").

Response.  The Registrant will make additional disclosures to explain that instruments may be used for hedging, speculation or as substitutes for traditional securities.

c)  Set forth the principal derivatives strategies in which the Fund may engage. See Derivatives Letter.

Response.  The Registrant notes that extensive disclosure is already included that describes the principal derivative strategies employed by certain types of investment funds.  For example, the managed futures investment funds specifically describe the use of futures on commodities, financial instruments and currencies as the execution vehicle to generate returns from convergent and divergent trends in the prices of these underlying assets.  Additionally, derivative instruments investment funds specifically describe the use of long and short positions in exchange-traded futures and option contracts, forward contracts, swaps and other over the counter (OTC) derivatives tied to a wide variety of global markets for currencies, interest rates, stock market indices, energy resources, metals and agricultural products.  With respect to derivative instruments investment funds, the Registrant will make additional disclosures to explain that these instruments may be used for hedging and as substitutes for traditional securities.  The Registrant believes that attempts to further specify the derivative strategies employed by investment funds in which the Fund invests would be speculative.

6.

REITS—Disclose that the Fund may invest in foreign REITS.

Response.  Investing in foreign REITs is not a principal investment strategy of the Fund.  Consequently, disclosure regarding investments in foreign REITs is appropriately disclosed in the Statement of Additional Information.

7.

Summary of Risks—

a)  Derivatives Risk—Please specify all types of derivatives in which the Fund may invest and equate the specific risks associated with each type of derivative. In addition, describe the extent of derivatives exposure of the Fund. Also, add the risk that the use of derivatives subject to regulation by the Commodity Futures Trading Commission ("CFTC") by underlying investment funds could cause the Fund to be a commodity pool, which would require the Fund to comply with certain rules of the CFTC.

Response.  The Registrant notes that extensive disclosure is already included that describes the types of derivatives and their risks.  Additionally, the Registrant will make additional disclosures explaining that there is a potential for CFTC regulation.  The Registrant does note the Statement of Additional Information contains the requested disclosures describing CFTC regulation.

b)  Please add disclosure reflecting the risk of the Fund's policy of investing in foreign securities.

Response.  The Registrant notes that investing in foreign securities is not a principal investment strategy and that it believes foreign investing is appropriately disclosed in the Statement of Additional Information.

c)  Management Risk—This section states that the Fund may invest in individual securities.  This is the first mention of this fact.  Please add appropriate disclosure to the investment strategies section of the summary.

Response.  The Registrant notes that investing in individual securities (REITs) is disclosed in various sections of the prospectus.

d)  Add a section describing the possibility that the Fund could experience two levels of incentive fee payments, at the master limited partnership level and at the investment fund level.

Response.  The Registrant is not aware of any master limited partnership-level incentive fees and will not invest in any master limited partnerships charging incentive fees.  Consequently, the Registrant does not believe there would be duplication of incentive fees at the master limited partnership-level and investment fund-level.  The Registrant notes that it believes the investment fund level fees and the potential for incentive fees is already well disclosed in various sections of the prospectus.

e)  Portfolio Turnover Risk—The disclosure states that the techniques and strategies utilized by the Fund may result in high portfolio turnover; in the same section the disclosure states that the portfolio turnover rate ordinarily will be between 25 % and 75%.  This does not appear to be a high portfolio turnover rate.  Please reconcile the two statements.

Response.  The Registrant will remove portfolio turnover risk disclosures.

f)  Add risk disclosure reflecting the Fund's policy of investing in mortgage-backed and asset-backed securities.

Response.  The Registrant will add mortgage-backed and asset-backed securities risk disclosures with respect to investment funds that may invest in mortgage-backed and asset-backed securities.  The Fund does not invest in mortgage-backed and asset-backed securities directly.

g)  Add risk disclosure reflecting the Fund's status as a non-diversified investment company.

Response.  The Registrant notes that it already discloses this risk with particular detail under "Issuer Risk."

8.

Summary of Fund Expenses—

a)  Add "Total Annual Expenses" as a line item under "Acquired Fund Fees and Expenses."

Response.  The Registrant will expand the fee table as requested.

b)  The last line item in the fee table should read "Total Annual Expenses (after fee waiver and/or reimbursement).

Response.  The Registrant will expand the fee table as requested.

c)

Footnote 2 of the fee table should read "Other Expenses, including costs and expenses associated with the Fund's formation and organization, are based on estimates for the current fiscal year."

Response.  The Registrant notes that the adviser bears the expenses associated with the Fund's formation and organization, therefore such an expanded disclosure would be inaccurate.

d)  In your response, please confirm that the expense limitation and reimbursement agreement will be in place for at least one year.

Response.  The Registrant confirms that the expense limitation and reimbursem

JoAnn M. Strasser Thompson Hine LLP 312 Walnut Street 14
th Floor
Cincinnati, Ohio 45202-4089        August 11, 2010   Re: Ladenburg Thalmann Alternative Strategies Fund   File Nos.:  333-168158; 811-22440  Dear Ms. Strasser:   On July 15, 2010, you filed on behalf of Ladenburg Thalmann Alternative Strategies Fund (“Fund”), a closed-end invest ment company, a registration statement on
Form N-2 under the Securities Act of 1933 (“Securities Act”) and the Investment
Company Act of 1940 to regist er common shares of the F und.  We have reviewed the
filing and have the following comments.
Prospectus

1. Cover—Please add a statement descri bing the tendency of closed-end fund
shares to trade at a discount from net asset value and the risk of loss
created for investors purchasing shar es in the initial public offering.  See
Item 1. i. of Form N-2.

2. Prospectus Summary—Expl ain in your response whether the Fund is a
“fund of hedge funds.”  If it is, disclo se any suitability requirements and
how they will be enforced.  In addi tion, disclose whether the Fund will be
exchange traded and the percentage of  the investment funds that will be
unregistered.

3. Prospectus Summary—With respect to the subsidiary, please provide
representations that address the following requirements:

a) Will the Fund look through to the subsidiary regarding diversification,
leverage and concentration?

b) Will the Registrant consolidate the financial statements of the
subsidiary and the Fund?
c) Will the advisory contract comply with Section 15 of the 1940 Act and will it be approved in accordance with Section 15 by the Fund’s Board of Trustees?
d) Will the subsidiary comply with Section 10 and 16 of the 1940 Act?
e) Will the subsidiary submit to insp ection by the Comm ission?  This
could be documented in an undertaking in Part C.
f) Will the subsidiary comply with Section 17g with respect to the
custodial relationships?

4. Prospectus Summary—Investme nt Objective and Policies—

a) Disclose the percentage of Fund assets  that are expected to be invested
in private and publicly traded alternative investment funds.
b) Disclose the types of se curities other than alte rnative investment funds
in which the Fund is expected to invest.
c) The disclosure states that the Fund invests “without restriction as to
issuer capitalization.”  In your re sponse, explain the relevance of
“issuer capitalization” when the Fu nd primarily invests through pooled
vehicles. If this disclosure means that the Fund may invest in pooled
investment funds that focus their investments in small and medium
capitalization companies, please so  specify. If the Fund also may
invest directly in small and medi um capitalization companies, please
so specify.
d) The disclosure states that the Fund will invest up to 25 percent of its
assets in the Subsidiary, which prim arily invests in investment funds
that invest in derivatives, includi ng commodity and financial futures,
commodity-linked notes and swap cont racts.  In your response, please
provide a representation that a majority of the Fund’s assets will be invested, directly and indi rectly, in “securities.”
e) Disclose the percentage of the Fund’ s assets that are expected to be
invested in foreign securities.
f) Disclose the policy of the Fund to inve st in master limited partnerships
and in the energy sector.
g) The disclosure in the summary states that the Fund concentrates investments in the real estate indus try. The disclosure in the summary
under the heading “Investment Fund” states that the Fund is “sector focused” in energy, healthcare, utilit ies, industrials, financial services,
consumer products or technology. Later in the prospectus under “Concentration Risk” the disclosure states that investments “will be concentrated in one or more indus tries within the energy sector.”
Please reconcile the disclosure.

 2

5. Investment Funds—

a) In your response explain whether a majority of the Fund’s assets
can be invested utilizing a “managed futures” strategy.
b) Disclose that derivative instruments may be used for hedging and
for speculation. See Letter dated July 30, 2010, from Barry Miller
Associate Director, Office of Lega l and Disclosure, Division of
Investment Management to the Investment Company Institute
(“Derivatives Letter”).
c) Set forth the principal derivatives strategies in which the Fund may engage. See Derivatives Letter.

6. REITS—Disclose that the Fund ma y invest in foreign REITS.

7. Summary of Risks—

a) Derivatives Risk—Please specify all types of derivatives in which
the Fund may invest and equate the sp ecific risks associated with each
type of derivative. In addition, de scribe the extent of derivatives
exposure of the Fund. Also, add the risk that the use of derivatives subject to regulation by the Comm odity Futures Trading Commission
(“CFTC”) by underlying investment funds could cause the Fund to be a commodity pool, which would require the Fund to comply with certain rules of the CFTC.

b)  Please add disclosure reflecting the risk of the Fund’s policy of
investing in foreign securities.

c) Management Risk—This section st ates that the Fund may invest
in individual securities.  This is the first mention of this fact.
Please add appropriate disclosure to the investment strategies
section of the summary.

d) Add a section describing the possibility that the Fund could experience two levels of incentive fee payments, at the master limited partnership level and at  the investment fund level.

e) Portfolio Turnover Risk—The disclosure states that the techniques and strategies utilized by the Fund may result in high portfolio
turnover; in the same section th e disclosure states that the
portfolio turnover rate ordinarily will be between 25 % and 75%.
This does not appear to be a high portfolio turnover rate.  Please
reconcile the two statements.

 3

f) Add risk disclosure reflecting th e Fund’s policy of investing in
mortgage-backed and asset-backed securities.

g) Add risk disclosure reflecti ng the Fund’s status as a non-
diversified investment company.

8. Summary of Fund Expenses—

a) Add “Total Annual Expenses” as a line item under “Acquired
Fund Fees and Expenses.”
b) The last line item in the fee ta ble should read “Total Annual
Expenses (after fee waiver and/or reimbursement).
c) Footnote 2 of the fee table should read “Other Expenses, including
costs and expenses associated with the Fund’s formation and
organization, are based on estimates for the current fiscal year.”
d) In your response, pleas e confirm that the expense limitation and
reimbursement agreement will be in place for at least one year.

9. Use of Proceeds—Please disclose the length of time that is expected to
elapse before the Fund is fully invested.

10. Investment Strategy and Criteria Used in Selecting Alternative Investments—Please translate this section into plain English.  For
example, define the term “fulfillmen t products” and revise references to
“products” and “investment philosophy”  to clarify the meaning of the
terminology. Also, the disclosure states that the adviser may rebalance its
strategies “but will remain  true to its fundamental analysis with respect to
asset class risk over time.”  Does th is mean that the adviser never will
adjust asset class allocat ions? This section appear s to use terminology that
is inconsistent with disclosure elsewhere in the prospectus.  For example, one section of the list of bullet points refers to the “acceptable level of risk
for asset classes” then describes risks that are elsewhere referred to as sector risks.

11. Conflicts of Interest—In your res ponse, please explain how affiliated
accounts with different investment strategies could conflict with each other.

Statement of Additional Information

12. Fundamental Policies—The disclosu re states that the Fund will
concentrate its investments in the real estate industry.  This conflicts with
prospectus disclosure that  states that the Fund will  be concentrated in one
or more industries within the energy sector.

 4

13. Affiliated Party Brokerage—Explain in your response why this section is
bracketed.

****************************

We note that portions of the filing are incomplete.  We may have additional
comments on such portions when you complete them in a pre-effective amendment, on disclosures made in response to this lette r, on information supplied in your response
letter, or on exhibits added in pre-effective amendments.

When a comment is made in one location, it is considered appli cable to all similar
 disclosure appearing elsewhere in the registration statement.

Response to this letter should be in the form of a pre-effective amendment filed
pursuant to Rule 472 under the Securities Act.   Where no change will be made in the
filing in response to a comment , please indicate this fact in  your response letter and
briefly state the basis for your position.  Where changes are made in response to our comments, provide information regarding the na ture of the change and, if appropriate, the
location of such new or revised disclosure in  the amended filing.  As required by the rule,
please insure that you mark new or revi sed disclosure to indicate changes.

We urge all persons who are responsible for the accuracy and adequacy of the
disclosure in the filings reviewed by the staff to be certain that they have provided all
information investors require for an in formed decision.  Since the Fund and its
management are in possession of all facts re lating to the Fund’s disclosure, they are
responsible for the accuracy and adequacy  of the disclosures they have made.

In the event the Fund reques ts acceleration of the pending registration statement,
it should furnish a letter, at the tim e of such request, acknowledging that

• the Fund is responsible for the accuracy and adequacy of the
disclosure in the filing;
• should the Commission or the staff, acting pursuant to delegated
authority, declare the filing eff ective, it does not foreclose the
Commission from taking any action with respect to the filing;
• the action of the Commission or the staff, acting pursuant to
delegated authority, in declari ng the filing effective, does not
relieve the Fund from its full re sponsibility for the accuracy and
adequacy of the disclosure in the filing; and
• the Fund may not assert this acti on as a defense in any proceeding
initiated by the Commission or  any person under the federal
securities laws of the United States.

 5

 6In addition, please be advised that th e Division of Enforcement has access
to all information you provide to the staff of the Division of Investment Management in
connection with our review of your filing or  in response to our comments on your filing.
 We will consider a written request for acceleration of the effective date of the
registration statement as conf irmation of the fact that t hose requesting acceleration are
aware of their respec tive responsibilities.
 Should you have any questions regarding this  letter, please contact me at (202)
551-6970.
      S i n c e r e l y ,         M a r y  A .  C o l e       Senior Counsel