UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED

 MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number: 811-21532

Frank Funds

(Exact Name of Registrant as Specified in Charter)

781 Crandon Blvd. Unit 602, Key Biscayne, FL 33149

 (Address of Principal Executive Offices)  (Zip Code)

Brian J. Frank, Frank Capital Partners LLC

781 Crandon Blvd. Unit 602, Key Biscayne, FL 33149

 (Name and Address of Agent for Service)

With copy to:

JoAnn M. Strasser, Thompson Hine LLP

312 Walnut Street, 14th Floor, Cincinnati, Ohio  45202

Registrant’s Telephone Number, including Area Code:  973-887-7698

Date of fiscal year end: June 30

Date of reporting period: September 30, 2019

Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (ss.ss. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under the Investment Company Act of 1940 (17 CFR 270.30b1-5).  The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q unless the Form displays a currently valid Office of Management and Budget ("OMB") control number.  Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, and 450 Fifth Street, NW, Washington, DC 20549-0609.  The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.

ITEM 1. SCHEDULE OF INVESTMENTS.

	Frank Value Fund
	Schedule of Investments
	September 30, 2019 (Unaudited)
	Shares				Value
COMMON STOCKS - 28.91%
	Cable & Other Pay Television Services - 4.29%
	11,089	Liberty Latin America Ltd. Class A *			$        189,289
	18,532	Liberty Latin America Ltd. Class C *			316,805
					506,094
	Fire, Marine & Casualty Insurance - 5.09%
	2,887	Berkshire Hathaway, Inc. Class B *			600,554
	Gold & Silver Ores - 6.72%
	25,616	Barrick Gold Corp.			443,925
	9,213	Newmont Goldcorp Corp.			349,357
					793,282
	Services - Commercial Services - 6.48%
	64,213	Franchise Group, Inc. *			764,777
	Wholesale - Drugs, Proprietaries - 3.14%
	4,505	AmerisourceBergen			370,896
	2,760	McKesson Corp.			377,182
					748,078
	TOTAL FOR COMMON STOCKS (Cost $2,798,736) - 28.91%				3,412,785
Exchange Traded Funds - 8.54%
	Exchange Traded Fund - 8.54%
	85,326	Sprott Physical Gold Trust *			1,008,553
	TOTAL FOR EXCHANGE TRADED FUNDS (Cost $974,861) - 8.54%				1,008,553
Corporate Bonds - 3.74%
	Retail - Computer & Computer Software Stores - 3.74%
	450,000	Gamestop 6.75%, 03/15/2021			441,000
	TOTAL FOR CORPORATE BONDS (Cost $450,333) - 3.74%				441,000
United States Treasury Note Bonds - 43.44%
	1,000,000	Us Treasury Note 1.125%, 04/30/2020 ●			995,742
	1,000,000	Us Treasury Bill 1.125%, 12/31/2019 ●			997,969
	1,000,000	Us Treasury Bill 1.125%, 09/30/2021 ●			989,766
	1,000,000	Us Treasury Bill 1.375%, 01/31/2021 ●			994,766
	2,180,000	Us Treasury Principal Strip 0.000%, 06/16/2049 ●			1,150,329
	TOTAL FOR UNITED STATES TREASURY NOTE BONDS (Cost $5,147,162) - 43.44%				5,128,572
SHORT TERM INVESTMENTS - 15.04%
	1,775,854	Morgan Stanley Institutional Liquidity Funds 2.27% **			1,775,854
	TOTAL FOR SHORT TERM INVESTMENTS (Cost $1,775,854) - 15.04%				1,775,854
TOTAL INVESTMENTS (Cost $11,146,946) *** - 99.67%					11,766,764
LIABILITIES IN EXCESS OF OTHER ASSETS -  0.33%					39,144
NET ASSETS - 100.00%					$   11,805,908
	* Non-income producing securities during the period.
	** Variable rate security; the coupon rate shown represents the yield at September 30, 2019.
	● Level 2 Security
	*** At September 30, 2019, the net unrealized appreciation on investments, based on cost for federal income tax purposes of $11,146,946 amounted to $619,776, which consisted of aggregate gross unrealized appreciation of $825,737 and aggregate gross unrealized depreciation of $205,961.
NOTES TO FINANCIAL STATEMENTS
Value Fund
1. SECURITY TRANSACTIONS
	At September 30, 2019, the net unrealized appreciation on investments, based on cost for federal income tax purposes of $11,096,757 amounted to $619,776, which consisted of aggregate gross unrealized appreciation of $825,737 and aggregate gross unrealized depreciation of $205,961.
2. SECURITY VALUATION
	Equity securities generally are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the adviser believes such prices accurately reflect the fair market value of such securities.  Securities that are traded on any stock exchange or on the NASDAQ over-the-counter market are generally valued by the pricing service at the last quoted sale price.  Lacking a last sale price, an equity security is generally valued by the pricing service at its last bid price.  When market quotations are not readily available, when the adviser determines that the market quotation or the price provided by the pricing service does not accurately reflect the current market value, or when restricted or illiquid securities are being valued, such securities are valued as determined in good faith by the adviser, in conformity with guidelines adopted by and subject to review by the Board of Trustees.
	Fixed income securities generally are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the adviser believes such prices accurately reflect the fair market value of such securities.  A pricing service utilizes electronic data processing techniques based on yield spreads relating to securities with similar characteristics to determine prices for normal institutional-size trading units of debt securities without regard to sale or bid prices.  If the adviser decides that a price provided by the pricing service does not accurately reflect the fair market value of the securities, when prices are not readily available from a pricing service, or when restricted or illiquid securities are being valued, securities are valued at fair value as determined in good faith by the adviser, in conformity with guidelines adopted by and subject to review of the Board of Trustees.  Short term investments in fixed income securities with maturities of less than 60 days when acquired, or which subsequently are within 60 days of maturity, are valued by using the amortized cost method of valuation, which the Board has determined will represent fair value.
	In accordance with FAS 157, fair value is defined as the price that the Funds would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. FAS 157 also establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency  of  inputs  to  the valuation of an asset or liability.  The three-tier hierarchy of inputs is summarized below:
	Valuation Inputs of Assets		Level 1	Level 2	Level 3	Total
	Common Stock		$3,412,785	$0	$0	$3,412,785
	Exchange Traded Funds		$1,008,553	$0	$0	$1,008,553
	Corporate Bonds		$0	$441,000	$0	$441,000
	US Treasuries		$0	$5,128,572	$0	$5,128,572
	Cash Equivalents		$1,775,854	$0	$0	$1,775,854
	Total		$6,197,192	$5,569,572	$0	$11,766,764

	Leigh Baldwin Total Return Fund
	Schedule of Investments
	September 30, 2019 (Unaudited)
	Shares				Value
COMMON STOCKS - 36.37%
	Air Transportation, Scheduled - 2.49%
	1,000	Delta Airlines, Inc.			$         57,600
	Biological Products - 5.02%
	600	Amgen			116,106
	Hospital & Medical Service Plans - 3.76%
	400	UnitedHealth Group			86,928
	Petrolium Refining - 3.59%
	700	Chevron Corp.			83,020
	2,000	Suncor Energy			63,160
					146,180
	Pharmaceutical Preparations - 3.64%
	1,000	Merck & Co.			84,180
	Retail - Eting Places - 3.72%
	400	McDonalds Corp.			85,884
	Security Brokers, Dealers - 3.66%
	1,000	Morgan Stanley			42,670
	1,000	Schwab Corp.			41,830
					84,500
	Semiconductors & Related Devices - 2.23%
	1,000	Intel Corp.			51,530
	Services - Prepackaged Software - 5.53%
	700	Microsoft Corp.			97,321
	1,000	Uber Technologies, Inc.*			30,470
					127,791
	TOTAL FOR COMMON STOCKS (Cost $855,000) - 36.37%				840,699
EXCHANGE TRADED FUNDS - 30.42%
	800	Invesco QQQ Turst Series I ETF			151,048
	500	S&P 500 ETF Trust			148,385
	1,500	SPDR Dow Jones Industrial Average ETF Trust			403,770
	TOTAL FOR EXCHANGE TRADED FUNDS (Cost $707,345) - 30.42%				703,203
	INVESTMENTS IN PURCHASED OPTIONS, AT VALUE (Premiums Paid $103,912) - 3.28%				75,941
SHORT TERM INVESTMENTS - 16.24%
	375,515	Fidelity Government Fund Class-I 2.33% (Cost $375,515) **			375,515
TOTAL INVESTMENTS (Cost $2,022,394) *** -  86.31%					1,995,358
INVESTMENTS IN WRITTEN OPTIONS, AT VALUE (Premiums Received $19,378) - (0.75%)					(17,478)
OTHER ASSETS LESS LIABILITIES -  14.44%					333,882
NET ASSETS - 100.00%					$     2,311,762
	* Non-income producing securities during the period.
	** Variable rate security; the coupon rate shown represents the yield at September 30, 2019.
	*** At September 30, 2019, the net unrealized depreciation on investments, based on cost for federal income tax purposes of $2,022,394 amounted to net depreciation of $44,519, which consisted of aggregate gross unrealized appreciation of $37,711 and aggregate gross unrealized depreciation of $82,229.
NOTES TO FINANCIAL STATEMENTS
Baldwin Fund
1. SECURITY TRANSACTIONS
	At September 30, 2019, the net unrealized depreciation on investments, based on cost for federal income tax purposes of $2,022,394 amounted to net depreciation of $44,519, which consisted of aggregate gross unrealized appreciation of $37,711 and aggregate gross unrealized depreciation of $82,229.
2. SECURITY VALUATION
	Equity securities generally are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the adviser believes such prices accurately reflect the fair market value of such securities.  Securities that are traded on any stock exchange or on the NASDAQ over-the-counter market are generally valued by the pricing service at the last quoted sale price.  Lacking a last sale price, an equity security is generally valued by the pricing service at its last bid price.  When market quotations are not readily available, when the adviser determines that the market quotation or the price provided by the pricing service does not accurately reflect the current market value, or when restricted or illiquid securities are being valued, such securities are valued as determined in good faith by the adviser, in conformity with guidelines adopted by and subject to review by the Board of Trustees.
	Fixed income securities generally are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the adviser believes such prices accurately reflect the fair market value of such securities.  A pricing service utilizes electronic data processing techniques based on yield spreads relating to securities with similar characteristics to determine prices for normal institutional-size trading units of debt securities without regard to sale or bid prices.  If the adviser decides that a price provided by the pricing service does not accurately reflect the fair market value of the securities, when prices are not readily available from a pricing service, or when restricted or illiquid securities are being valued, securities are valued at fair value as determined in good faith by the adviser, in conformity with guidelines adopted by and subject to review of the Board of Trustees.  Short term investments in fixed income securities with maturities of less than 60 days when acquired, or which subsequently are within 60 days of maturity, are valued by using the amortized cost method of valuation, which the Board has determined will represent fair value.
	In accordance with FAS 157, fair value is defined as the price that the Funds would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. FAS 157 also establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency  of  inputs  to  the valuation of an asset or liability.  The three-tier hierarchy of inputs is summarized below:
	Valuation Inputs of Assets		Level 1	Level 2	Level 3	Total
	Common Stock		840,699	$0	$0	$840,699
	Exchange Traded Funds		703,203	$0	$0	$703,203
	Call Options		5,905	$0	$0	$5,905
	Put Options		$70,036	$0	$0	$70,036
	Cash Equivalents		375,515	$0	$0	$375,515
	Total		$1,995,358	$0	$0	$1,995,358
	Valuation Inputs of Liabilities		Level 1	Level 2	Level 3	Total
	Call Options Written		17,478	$0	$0	$17,478
	Total		$17,478	$0	$0	$17,478

Leigh Baldwin Total Return Fund
Schedule of Options Purchased
September 30, 2019 (Unaudited)
CALL OPTIONS - 0.25%
Underlying Security	Counterparty	Contracts	Notional Amount	Exercise Price	Expiration	Fair Value
Microsoft Corp.	Fidelity National Financial Services Corp.	7	97,321	145.00	8/30/2019	5,705
S&P 500 ETF Trust	Fidelity National Financial Services Corp.	8	237,416	304.00	9/19/2019	200
Total Call Options (Premiums Paid $8,222) - 0.25%						$         5,905
PUT OPTIONS - 3.03%
Underlying Security	Counterparty	Contracts	Notional Amount	Exercise Price	Expiration	Fair Value
Amgen	Fidelity National Financial Services Corp.	6	$                  116,106	185.00	7/12/2019	$           690
Chevron Corp.	Fidelity National Financial Services Corp.	7	83,020	120.00	8/15/2019	3,990
Delta Airlines, Inc.	Fidelity National Financial Services Corp.	10	57,600	57.50	9/20/2019	2,890
SPDR Dow Jones Industrial Average ETF Trusy	Fidelity National Financial Services Corp.	10	269,180	265.00	8/8/2019	4,120
SPDR Dow Jones Industrial Average ETF Trust	Fidelity National Financial Services Corp.	5	134,590	275.00	7/11/2019	3,200
Intel Corp.	Fidelity National Financial Services Corp.	10	51,530	52.50	7/15/2019	1,700
McDonalds Corp.	Fidelity National Financial Services Corp.	4	85,884	220.00	9/12/2019	3,920
Merck & Co.	Fidelity National Financial Services Corp.	10	84,180	85.00	7/15/2019	1,710
Morgan Stanley	Fidelity National Financial Services Corp.	10	42,670	42.00	8/7/2019	1,350
Invesco QQQ Turst Series I ETF	Fidelity National Financial Services Corp.	8	151,048	190.00	8/26/2019	4,160
Schwab Corp.	Fidelity National Financial Services Corp.	10	41,830	42.00	8/17/2019	2,250
Sprouts Farmers Market, Inc.	Fidelity National Financial Services Corp.	10	19,340	17.50	7/11/2019	400
S&P 500 ETF Trust	Fidelity National Financial Services Corp.	8	237,416	307.00	9/19/2019	10,600
Suncor Energy	Fidelity National Financial Services Corp.	10	31,580	34.00	7/2/2019	2,930
Suncor Energy	Fidelity National Financial Services Corp.	10	31,580	31.00	9/16/2019	70
Uber Tech *	Fidelity National Financial Services Corp.	10	30,470	46.00	7/11/2019	15,600
UnitedHealth Group	Fidelity National Financial Services Corp.	4	86,928	240.00	9/23/2019	10,456
Total Put Options (Premiums Paid $95,690) - 3.03%						$       70,036
TOTAL PURCHASED OPTIONS (Premiums Paid $103,912) - 3.28%						$       75,941
* Non-income producing securities during the period.
● Level 2 Security
The accompanying notes are an integral part of these financial statements.

Leigh Baldwin Total Return Fund
Schedule of Options Written
September 30, 2019 (Unaudited)
CALL OPTIONS * - 0.76%
Underlying Security	Counterparty	Contracts	Notional Amount	Exercise Price	Expiration	Fair Value
Amgen	Fidelity National Financial Services Corp.	6	$                116,106	185.00	7/30/2019	$        7,260
Chevron Corp.	Fidelity National Financial Services Corp.	7	83,020	120.00	9/9/2019	2,541
SPDR Dow Jones Industrial Average ETF Trusy	Fidelity National Financial Services Corp.	5	134,590	275.00	8/9/2019	430
SPDR Dow Jones Industrial Average ETF Trust	Fidelity National Financial Services Corp.	5	134,590	268.00	9/17/2019	745
Intel Corp.	Fidelity National Financial Services Corp.	10	51,530	52.50	9/20/2019	160
McDonalds Corp.	Fidelity National Financial Services Corp.	4	85,884	215.00	9/12/2019	520
Merck & Co.	Fidelity National Financial Services Corp.	10	84,180	85.00	9/18/2019	1,120
Morgan Stanley	Fidelity National Financial Services Corp.	10	42,670	42.00	9/30/2019	1,230
Microsoft Corp.	Fidelity National Financial Services Corp.	7	97,321	145.00	9/19/2019	1,701
Invesco QQQ Turst Series I ETF	Fidelity National Financial Services Corp.	4	75,524	188.00	9/17/2019	452
Schwab Corp.	Fidelity National Financial Services Corp.	10	41,830	42.50	9/18/2019	200
S&P 500 ETF Trust	Fidelity National Financial Services Corp.	3	89,031	299.00	9/20/2019	285
Suncor Energy	Fidelity National Financial Services Corp.	10	31,580	31.00	9/12/2019	740
Suncor Energy	Fidelity National Financial Services Corp.	10	31,580	33.50	9/16/2019	30
UnitedHealth Group	Fidelity National Financial Services Corp.	4	86,928	235.00	9/23/2019	64
Total Call Options (Premiums Received $19,378) - 0.76%						17,478
TOTAL WRITTEN OPTIONS (Premiums Received $19,378) - 0.76%						17,478
* Non-income producing securities during the period.
● Level 2 Security
The accompanying notes are an integral part of these financial statements.

		Camelot Fund
		Schedule of Investments
		September 30, 2019 (Unaudited)
	Shares		Value
COMMON STOCKS -  75.72%
	Agriculture - .00%
	240,000	Black Earth Farming Ltd. ADR ● ^ †	$               757
	Automotive - .02%
	5,926	Exide Technologies ^	5,926
	Biotech & Pharma - 10.53%
	45,000	Akorn, Inc. *	171,000
	12,000	AbbVie, Inc.	908,640
	8,000	Bristol-Myers Squibb Co.	405,680
	167,850	Inyx, Inc. ●	671
	5,500	Johnson & Johnson	711,590
	26,000	Pfizer, Inc.	934,180
	3,000	Perrigo Co. Plc (Ireland)	167,670
			3,299,431
	Chemicals - 2.86%
	5,000	DuPont de Nemours, Inc.	356,550
	28,000	GCP Applied Technologies, Inc. *	539,000
			895,550
	Consumer Products - 1.96%
	15,000	Altria Group, Inc.	613,500
	Containers & Packaging - 1.38%
	11,000	Bery Global Group, Inc. *	431,970
	Crude Petroleum & Natural Gas - .26%
	22,000	QEP Resources, Inc.	81,400
	Fats & Oils - 1.08%
	6,000	Bunge Ltd.	339,720
	Food & Kindred Products - .72%
	7,400	Conagra Brands, Inc.	227,032
	Gaming, Lodging & Restaurants - 4.25%
	10,000	Dave & Buster's Entertainment, Inc. *	389,500
	10,000	Guoco Group Ltd. (Hong Kong)	161,371
	4,000	Jack in the Box, Inc.	364,480
	8,011	Red Robin Gourmet Burgers, Inc. *	415,750
			1,331,101
	Hardware - 4.98%
	7,500	Dell Technologiex, Inc. *	388,950
	150,723	IEC Electronics Corp. *	1,041,496
	8,011	Medion AG (Germany)	130,142
			1,560,588
	Healthcare Facilities & Services - 5.24%
	7,000	Acadia Healthcare Company, Inc. *	217,560
	50	Brookdale Senior Living, Inc. (a) *	379
	17,500	Magellan Health, Inc. *	1,086,750
	11,796	McKesson Europe AG (Germany) *	336,963
			1,641,652
	Holding Companies - .00%
	400	Stoneleigh Partners Acquisition Corp. ^ †	0
	Home & Office Products - .75%
	12,500	Newell Brands, Inc.	234,000
	Hospital & Medical Service Plans - 3.61%
	15,000	Centene Corp. *	648,900
	1,500	Cigna Corp. *	227,685
	1,000	Humana, Inc.	255,670
			1,132,255
	IT Services - .00%
	65,000	Computer Horizons Corp. ^ †	0
	Media - 5.89%
	50,000	30DC, Inc. ● *	170
	5,399	Axel Springer SE (Germany)	372,617
	14,500	CBS Corp. Class B	585,365
	11,249	Clear Channel Outdoor Holdings, Inc. *	28,348
	2,000	IAC/Interactive Corp. *	435,940
	4,774	iHeart Media, Inc. Class A *	71,610
	3,000	Scout24 AG (Germany)	170,577
	5,900	Uber Technologies, Inc. *	179,773
			1,844,400
	Medical Equipment & Devices - 1.15%
	8,000	ShockWave Medical, Inc. *	239,440
	8,800	SmileDirectClub, Inc. *	122,144
			361,584
	Mining - .97%
	15,000	AngloGold Ashanti Ltd. ADR	274,050
	109,444	Sacre-Coeur Minerals Ltd. (Canada) ^ †*	0
	60,000	Turquoise Hill Resources Ltd. *	28,512
			302,562
	Oil, Gas & Coal - 3.49%
	2,000	Chevron Corp.	237,200
	551	Dommo Energia SA ADR ●*	2,429
	9,056	Occidental Petroleum Corp.	402,720
	58,000	Roan Resources, Inc. Class A *	71,340
	11,000	Schlumberger LTD.	375,870
	2,152	Seadrill Ltd. (United Kingdom) + ● #*	4,519
			1,094,078
	Passenger Transportation - 1.24%
	35,000	Transat A.T., Inc.	389,887
	Real Estate - 1.30%
	11,500	CA Immobilien Anlagen AG (Austria) *	408,123
	45,000	Conwert Immobilien Invest SE (Austria) ^  *	0
			408,123
	Recreation Facilities & Services - 1.26%
	1,500	Madison Square Garden Co. Class A *	395,280
	Restaurants - .80%
	304,811	Bab, Inc.	249,915
	Retail - Grocery Stores - .76%
	15,000	Metro AG	236,813
	Semiconductors - 2.43%
	10,000	Qualcomm, Inc.	762,800
	Services - Auto Rental & Leasing - 1.34%
	68,600	EHI Car Services LTD. *	418,460
	Services - Computer Processing & Data Preparation -1.29%
	10,100	DXC Technology Co.	297,950
	6,000	Eventbrite, Inc. Class A *	106,260
			404,210
	Services - Business Services, Nec - 2.20%
	2,400	Alliance Data Systems Corp.	307,512
	18,000	Nielsen Holdings, Plc.	382,500
			690,012
	Services - Engineering & Construction - .72%
	6,000	Quanta Services, Inc.	226,800
	Software - 10.25%
	24,000	Carbonite, Inc. *	371,760
	6,000	Citrix Systems, Inc.	579,120
	9,500	CommVault Systems, Inc. *	424,745
	9,500	LogMeIn, Inc.	674,120
	32,000	Playtech Plc.	167,695
	23,000	Symantec Corp.	543,490
	3,000	Vmware, Inc. *	450,180
			3,211,110
	Technology Services - .29%
	5,000	comScore, Inc. *	9,550
	13,000	Conduent, Inc. *	80,860
			90,410
	Telecom - 2.30%
	10,000	AT&T, Inc.	378,400
	94,529	NII Holdings, Inc.	185,277
	28,000	Telecom Italia SpA ADR  *	157,640
			721,317
	Utilities - .39%
	2,500	Innogy SE (Germany)	121,732
	Waste & Environmental Services & Equipment - .01%
	43,000	Strategic Environmental & Energy Resources, Inc. ^ *●	2,038
	Escrow Shares - .01%
	1,777	Exide Technologies ^ †  * ●	1,777
	200	Petrocorp., Inc. ^ † *	0
			1,777
	TOTAL FOR COMMON STOCKS (Cost $27,016,447) - 42.53%		23,728,190
ASSET-BACKED SECURITIES - .50%
	5,739	AFC Home Equity Loan Trust Series 2000-02 Class 1A 2.88113% (1 Month LIBOR USD + 0.390%), 6/25/2030 ** + ●	5,402
	137,713	Citigroup Mortgage Loan Trust Inc. Series 2005-OPT1 Class M3 2.79613% (1 Month LIBOR USD + 0.470%), 2/25/2035 ** + ●	132,272
	649,319	Countrywide Asset-Backed Certificates Series 2007-11 Class 2M2 2.41113 (1 Month LIBOR USD + 0.320%), 6/25/2047 ** + ●	11,197
	7,927	Countrywide Home Equity Loan Trust Series 2005-A Class 2A 2.31325% (1 Month LIBOR USD + 0.240%), 4/15/2035 ** + ●	7,711
	960,000	Countrywide Alternative Loan Series 07-0A7 Class A3 0.5017% (1 Month LIBOR USD + 0.300%) 5/25/2047 ** + ^ ●	0
	TOTAL FOR ASSET-BACKED SECURITIES (Cost $152,008) - .50%		156,582
CONVERTIBLE BONDS - 1.21%
	Banking - 1.21%
	500,000	BNP Paribas Fortis SA (France) 1.671% (3 Month EURIBOR + 2.000%), Perpetual ** + ● €	379,385
	TOTAL FOR CONVERTIBLE BONDS (Cost $562,143) - 1.21%		379,385
CORPORATE BONDS - 6.63%
	Automotive - 1.46%
	98,107	Exide Technologies 7.25%, 4/30/2027 ●	24,527
	528,319	Exide Technologies 11.00%, 4/30/2022 ● # †	433,221
			457,748
	Diversified Financial Services - 2.76%
	5,000,000	Hellas Telecommunication Luxembourg II SCA (United Kingdom) 6.054%, 1/15/2015 + ^ # †●	6,250
	110,000	Lehman Brothers Holdings, Inc. 5.98%, 2/17/2015 + ●	1,529
	130,000	Lehman Brothers Holdings, Inc. 7.27%, 7/08/2014 + ●	1,716
	100,000	Lehman Brothers Holdings, Inc. 7.00%, 1/28/2020 + ●	1,320
	100,000	Lehman Brothers Holdings, Inc. 5.50%, 2/27/2020 + ●	1,320
	100,000	Lehman Brothers Holdings, Inc. 8.25%, 9/23/2020 + ●	1,320
	200,000	Lehman Brothers Holdings, Inc. 8.75%, 2/14/2023 + ●	2,640
	1,000,000	Twin Reefs Pass-Through Trust 0.00%, Perpetual + ^ # †●	850,000
			866,095
	Engineering & Construction Services - .68%
	1,000,000	Astaldi 7.125%, 12/01/2020	214,002
	Media - .25%
	47,247	iHeart Communications, Inc. 8.375%, 5/01/2027 + ●	51,041
	26,067	iHeart Communications, Inc. 6.375%, 5/01/2026 + ●	28,152
			79,193
	Oil, Gas & Coal - .34%
	3,500,000	OGX Austria GMBH 8.50%, 6/01/2018 + ^ †●	35
	114,506	Seadrill New Finance Private Placement Series 144A 12.00%, 7/15/2025	106,491
			106,526
	Radio Telephone Communications - .15%
	502,138	Digicel 9.125%, 4/01/2024 ●	47,703
	Retail - .98%
	500,000	The Neiman Marcus Group LLC. 7.125%, 6/01/2028 ●	307,500
	Venture Capital - .00%
	25,000	Infinity Capital Group 7.00%, 12/31/49 + ^ †	0
	TOTAL FOR CORPORATE BONDS (Cost $2,646,319) - 6.63%		2,078,767
ESCROW NOTES - .00%
	300,000	NewPage Corp. + ^ †●	0
	TOTAL FOR ESCROW NOTES (Cost $196,569) - .00%		0
TERM LOAN - .36%
	114,000	iHeart Communications, Inc. Term Loan Exit (3 Month LIBOR) ●	114,000
	TOTAL FOR TERM LOAN (Cost $153,413) - .36%		114,000
MORTGAGE-BACKED SECURITIES - .68%
	1,144,545	Gnma 4.00%, 8/20/2049 ● ~	93,223
	533,865	GSR Mortgage Loan Trust Series 2005-5F Class B2 5.74085%, 6/25/2035 ● ~	119,075
	TOTAL FOR MORTGAGE-BACKED SECURITIES (Cost $627,275) - .68%		212,298
MUNICIPAL BONDS - 1.97%
	Puerto Rico - 1.97%
	10,000	Puerto Rico Electric Power Authority Series CCC 4.25% 07/01/2021 ●	7,900
	10,000	Puerto Rico Electric Power Authority Series CCC 4.25% 07/01/2023 ●	7,712
	30,000	Puerto Rico Electric Power Authority Series CCC 4.50% 07/01/2023 ●	23,775
	75,000	Puerto Rico Electric Power Authority Series ZZ 4.75% 07/01/2027 ●	59,437
	50,000	Puerto Rico Public Buildings Authority Series U 5.00%, 7/01/2018 + ●	40,802
	40,000	Puerto Rico Public Buildings Authority Series C 5.75%, 7/01/2019 + ●	32,641
	55,000	Puerto Rico Public Buildings Authority Series N 5.50%, 7/01/2027 + ●	44,882
	50,000	Puerto Rico Public Buildings Authority Series D 5.25%, 7/01/2036 + ●	40,802
	410,000	Puerto Rico Public Buildings Authority Series N 5.00%, 7/01/2037 + ●	334,572
	1,000	Puerto Rico Sales Tax Corp Ser A-1 4.75% 07/01/2053 ●	916
	1,000	PUERTO RICO SALES TAX CORP SER A-1 Zero Coupon 07/01/2024 ●	873
	1,000	PUERTO RICO SALES TAX CORP SER A-1 Zero Coupon 07/01/2027 ●	796
	1,000	PUERTO RICO SALES TAX CORP SER A-1 Zero Coupon 07/01/2029 ●	742
	1,000	PUERTO RICO SALES TAX CORP SER A-1 Zero Coupon 07/01/2046 ●	265
	1,000	PUERTO RICO SALES TAX CORP SER A-1 Zero Coupon 07/01/2051 ●	194
	20,000	University of Puerto Rico Series Q 5.00%, 6/01/2020 ●	20,000
	TOTAL FOR MUNICIPAL BONDS (Cost $698,475) - 1.97%		616,309
PREFERRED STOCKS - 3.58%
	Government Agencies - 3.46%
	4,500	Federal Home Loan Mortgage Corp. Series F 5.00%, Perpetual	98,550
	9,500	Federal Home Loan Mortgage Corp. Series M 0.00%, Perpetual	194,750
	1,000	Federal Home Loan Mortgage Corp. Series Q 0.00%, Perpetual **	20,400
	25,000	Federal Home Loan Mortgage Corp. Series S 0.00%, Perpetual ** ●	525,000
	8,300	Federal Home Loan Mortgage Corp. Series V 5.57%, Perpetual	92,960
	2,674	Federal Home Loan Mortgage Corp. Series W 5.66%, Perpetual ●	30,350
	10,000	Federal Home Loan Mortgage Corp. Series X 6.02%, Perpetual	121,000
			1,083,010
	Insurance - .13%
	10	MBIA Insurance Corp. 4.707%, Perpetual ^ # †●	40,000
	TOTAL FOR PREFERRED STOCKS (Cost $1,099,271) - 3.58%		1,123,010
REAL ESTATE INVESTMENT TRUST - 1.22%
	50,000	Pure Multi-Family REIT (Canada)	381,391
	TOTAL FOR REAL ESTATE INVESTMENT TRUST (Cost $387,720) - 1.22%		381,391
RIGHTS - .00%
	Oil, Gas & Coal - .00%
	155,336	Seadrill Ltd. (United Kingdom) ●	0
	Pharmaceutical Preparations - .00%
	12,000	Corium CVR	0
	TOTAL FOR RIGHTS (Cost $0) - .00%		0
WARRANTS - .02%
	Insurance - .02%
	5,700	FGL Holdings (Bermuda) Exp. 12/2022 (Notional Value $65,500)	5,130
	TOTAL FOR WARRANTS (Cost $9,132) - .02%		5,130
	INVESTMENTS IN PURCHASED OPTIONS, AT VALUE (Premiums Paid $999,212) - 2.76%		864,210
BANK DEPOSIT ACCOUNTS - 1.67%
	13,686	Collateral Huntington Conservative Deposit Account 2.30% ** (b)	13,686
	509,285	Huntington Conservative Deposit Account 1.90% **	509,285
	TOTAL FOR BANK DEPOSIT ACCOUNTS - (Cost $522,971) - 1.67%		522,971
TOTAL INVESTMENTS (Cost $35,070,955) *** - 96.31%			30,182,243
INVESTMENTS IN WRITTEN OPTIONS, AT VALUE (Premiums Received $1,002,245) - -2.92%			(915,021)
ASSETS IN EXCESS OF LIABILITIES, NET - 5.35%			1,675,175
NET ASSETS - 100.00%			$     31,337,222
	* Non-income producing securities during the period.
	** Variable rate security; the coupon rate shown represents the yield at September 30, 2019.
	*** Refer to Note 10 for tax cost.
	ADR - American Depositary Receipt.
	(a) Subject to written option contracts.
	(b) All or a portion of this security is held as collateral for securities sold short. Total value of collateral for securities sold short is $0.
	+ Default Bonds
	● Level 2 Security
	~ Variable Rate Security. The coupon is based on an underlying pool of loans.
	^ Indicates a fair valued security. Total market value for fair valued securities is $899,080 representing 2.87% of net assets and Level 3 securities.
	# Indicates securities that may be sold to "qualified institutional buyers" pursuant to the conditions of Rule 144A under the Securities Act of 1933, as amended, is $1,329,471 representing 4.24% of net assets.
	† Indicates an illiquid security. Total market value for illiquid securities is $1,332,040, representing 4.25% of net assets.
	€ Principal denominated in Euros.
	The accompanying notes are an integral part of these financial statements.
	*** At September 30, 2019, the net unrealized depreciation on investments, based on cost for federal income tax purposes of $35,070,955 amounted to $4,406,663, which consisted of aggregate gross unrealized appreciation of $3,042,625 and aggregate gross unrealized depreciation of $7,449,288.
NOTES TO FINANCIAL STATEMENTS
	Camelot Fund
	1. SECURITY TRANSACTIONS
	At September 30, 2019, the net unrealized depreciation on investments, based on cost for federal income tax purposes of $35,070,955 amounted to $4,406,663, which consisted of aggregate gross unrealized appreciation of $3,042,625 and aggregate gross unrealized depreciation of $7,449,288.
	2. SECURITY VALUATION
	Processes and Structure
	The Trust’s Board of Trustees has adopted guidelines for valuing securities including in circumstances in which market quotes are not readily available and has delegated to the respective adviser the responsibility for determining fair value prices, subject to review by the Board of Trustees.
	In accordance with the Trust’s good faith pricing guidelines, the respective adviser is required to consider all appropriate factors relevant to the value of securities for which it has determined other pricing sources are not available or reliable as described above.  No single standard for determining fair value exists since fair value depends upon the circumstances of each individual case.  As a general principle, the current fair value of an issue of securities being valued by the adviser would appear to be the amount which the owner might reasonably expect to receive for them upon their current sale.  Methods which are in accord with this principle may, for example, be based on (i) a multiple of earnings; (ii) a discount from market of a similar freely traded security (including a derivative security or a basket of securities traded on other markets, exchanges or among dealers); or (iii) yield to maturity with respect to debt issues, or a combination of these and other methods.
	Hierarchy of Fair Value Inputs
	The Funds utilize various methods to measure the fair value of most of their investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation techniques used to measure fair value. The three levels of inputs are as follows:
	·Level 1. Unadjusted quoted prices in active markets for identical assets or liabilities that the company has the ability to access.
	·Level 2. Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates, and similar data.
	·Level 3. Unobservable inputs for the asset or liability to the extent that relevant observable inputs are not available, representing the company's own assumptions about the assumptions that a market participant would use in valuing the asset or liability, and that would be based on the best information available.
	The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
	The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
	A Fund may hold securities, some of which are classified as Level 3 investments (as defined below). Level 3 investments have significant unobservable inputs, as they trade infrequently. In determining the fair value of these investments, management uses the market approach which includes as the primary input the capital balance reported; however, adjustments to the reported capital balance may be made based on various factors, including, but not limited to, the attributes of the interest held, including the rights and obligations, and any restrictions or illiquidity of such interests, and the fair value of these securities.
	Fair Value Measurements
	A description of the valuation techniques applied to the company's major categories of assets and liabilities measured at fair value on a recurring basis follows.
	Equity securities (common stock, closed-end and exchange traded funds). Securities traded on a national securities exchange (or reported on the NASDAQ national market) are stated at the last reported sales price on the day of valuation. To the extent these securities are actively traded, and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. Certain foreign securities may be fair valued using a pricing service that considers the correlation of the trading patterns of the foreign security to the intraday trading in the U.S. markets for investments such as american depositary receipts, financial futures, exchange traded funds, and the movement of the certain indexes of securities based on a statistical analysis of the historical relationship and that are categorized in Level 2. Preferred stock and other equities traded on inactive markets or valued by reference to similar instruments are also categorized in Level 2.
	Debt and other fixed - income securities are valued at the last quoted bid price and/or by using a combination of daily quotes and matrix evaluations provided by an independent pricing service (which reflect such factors as security prices, yields, maturities, ratings, and dealer and exchange quotations), the use of which has been approved by the Board.
	U.S. government obligations - U.S. government securities are normally valued using a model that incorporates market observable data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued principally using dealer quotations. U.S. government securities are categorized in Level 1 or Level 2 of the fair value hierarchy, depending on the inputs used and market activity levels for specific securities.
	Short term investments - Short term investments are valued using amortized cost, which approximates fair value.  These securities will be categorized in Level 1 of the fair value hierarchy.
	Derivative instruments (structured notes, warrants and options) – Derivative transactions which are actively traded, and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. Derivative transactions traded on inactive markets or valued by reference to similar instruments are categorized in Level 2 of the fair value hierarchy. Options are valued at the last sales prices on the valuation date if the last sales price is between the closing bid and asked prices.  Otherwise, options are valued at the closing bid price. These securities will be categorized in Level 2 of the fair value hierarchy if valued at other than closing price.
	The following tables summarize the inputs used to value each Fund’s assets and liabilities measured at fair value as of September 30, 2019:
	Valuation Inputs of Assets		Level 1	Level 2	Level 3	Total
	Common Stock		$23,715,829	$10,323	$2,038	$23,278,190
	Asset-Backed Securities		$0	156,582	$0	$156,582
	Convertible Bonds		$0	379,385	$0	$379,385
	Corporate Bonds		0	1,222,517	$856,250	$2,078,767
	Escrow Notes		$0	$0	$0	$0
	Term Loan		$0	$114,000	$0	$114,000
	Mortgage-Backed Securities		$0	212,298	$0	$212,298
	Municipal Bonds		$0	140,696	$475,613	$616,309
	Preferred Stocks		$527,660	$555,350	$40,000	$1,123,010
	Real Estate Investment Trust		381,391	$0	$0	$381,391
	Rights		$0	$0	$0	$0
	Structured Note		$0	$0	$0	$0
	Warrants		5,130	$0	$0	$5,130
	Bank Deposit Accounts		522,971	$0	$0	$522,971
	Call Options		163,500	$10,350	$0	$173,850
	Put Options		$537,680	$152,680	$0	$690,360
	Total		25,854,161	$      2,954,181	$            1,373,901	$     30,182,243
	Valuation Inputs of Liabilities		Level 1	Level 2	Level 3	Total
	Call Options Written		$572,633	$88,770	$0	$661,403
	Put Options Written		$160,613	$93,005	$0	$253,618
	Total		$733,246	$181,775	$0	$915,021

		Camelot Fund
		Schedule of Options Purchased
		September 30, 2018 (Unaudited)
CALL OPTIONS - .55%
Underlying Security	Counterparty	Contracts	Notional Amount	Exercise Price	Expiration	Fair Value
iPath Series B Blomberg Total Return ETN	Susquehanna	25	$                    92,650	$                36.00	3/20/2020	$          77,500
Cars.com, Inc. ●	Susquehanna	90	80,820	10.00	3/20/2020	10,350
Pfizer, Inc.	Susquehanna	2,000	7,186,000	42.00	3/20/2020	46,000
QEP Resources, Inc.	Susquehanna	1,000	370,000	6.00	12/20/2019	10,000
QEP Resources, Inc.	Susquehanna	1,200	444,000	8.00	1/15/2021	30,000
Total Call Options (Premiums Paid $209,522) - .55%						$        173,850
PUT OPTIONS - 2.20%
Underlying Security	Counterparty	Contracts	Notional Amount	Exercise Price	Expiration	Fair Value
AbbVie, Inc.	Susquehanna	60	$                  454,320	$                65.00	11/15/2019	$            2,460
AbbVie, Inc.	Susquehanna	60	454,320	67.50	11/15/2019	4,020
Acadia Healthcare Company, Inc. ●	Susquehanna	70	217,560	30.00	3/20/2020	19,425
Acadia Healthcare Company, Inc. ●	Susquehanna	70	217,560	25.00	3/20/2020	7,525
AngloGold Ashanti Ltd. ADR	Susquehanna	150	274,050	13.00	10/18/2019	750
Bery Global Group, Inc. ●	Susquehanna	60	235,620	47.50	12/20/2019	50,700
Carbonite, Inc. ●	Susquehanna	240	371,760	10.00	12/20/2019	12,000
CBS Corp. Class B	Susquehanna	100	403,700	42.50	12/20/2019	34,000
Centene Corp. ●	Susquehanna	70	302,820	45.00	12/20/2019	25,900
Citrix Systems, Inc. ●	Susquehanna	40	386,080	95.00	12/20/2019	12,800
CommVault Systems, Inc. ●	Susquehanna	60	268,260	45.00	1/17/2020	18,450
Chevron Corp.	Susquehanna	20	237,200	125.00	3/20/2020	22,200
DuPont de Nemours, Inc.	Susquehanna	50	356,550	67.50	12/20/2019	12,800
Dell Technologiex, Inc. *	Susquehanna	75	388,950	52.50	1/17/2020	33,000
iShares MSCI Japan ETF	Susquehanna	35	198,590	57.00	1/17/2020	6,528
iShares MSCI Belgium ETF	Susquehanna	80	151,040	19.00	11/15/2019	8,400
Invesco Currency Shares	Susquehanna	217	2,247,252	105.00	12/20/2019	39,060
IAC/Interactive Corp. *	Susquehanna	20	435,940	210.00	1/17/2020	25,900
Jack in the Box, Inc.	Susquehanna	40	364,480	75.00	12/20/2019	3,300
Johnson & Johnson	Susquehanna	30	388,140	125.00	10/18/2019	2,520
Johnson & Johnson	Susquehanna	25	323,450	130.00	11/15/2019	8,575
LKQ Corp.	Susquehanna	50	157,250	30.00	1/17/2020	5,750
Magellan Health, Inc.	Susquehanna	50	310,500	65.00	12/20/2019	29,500
Magellan Health, Inc.	Susquehanna	60	372,600	70.00	12/20/2019	54,300
Altria Group, Inc.	Susquehanna	100	409,000	42.50	1/17/2020	36,000
Madison Square Garden Co. Class A *	Susquehanna	15	395,280	260.00	12/20/2019	13,425
Newell Brands, Inc.	Susquehanna	125	234,000	18.00	12/20/2019	14,375
Pfizer, Inc.	Susquehanna	100	359,300	39.00	12/20/2019	35,750
Dave & Buster's Entertainment, Inc. *	Susquehanna	100	389,500	40.00	1/17/2020	41,000
Perrigo Co. Plc (Ireland)	Susquehanna	30	167,670	50.00	1/17/2020	5,775
Quanta Services, Inc. ●	Susquehanna	60	226,800	35.00	11/15/2019	4,500
Qualcomm, Inc.	Susquehanna	60	457,680	67.50	1/17/2020	12,900
Qualcomm, Inc.	Susquehanna	40	305,120	72.50	10/18/2019	3,400
Red Robin Gourmet Burgers, Inc. *	Susquehanna	125	648,717	30.00	12/20/2019	16,562
Schlumberger LTD.	Susquehanna	110	375,870	32.50	2/21/2020	27,830
Symantec Corp. ●	Susquehanna	230	543,490	19.00	10/18/2019	1,380
AT&T, Inc.	Susquehanna	100	378,400	37.00	1/17/2020	16,900
Vmware, Inc. *	Susquehanna	30	450,180	150.00	1/17/2020	20,700
Total Put Options (Premiums Paid $789,690) - 2.20%						$        690,360
TOTAL PURCHASED OPTIONS (Premiums Paid $999,212) - 2.76%						$        864,210
* Non-income producing securities during the period.
● Level 2 Security
The accompanying notes are an integral part of these financial statements.

Camelot Fund
Schedule of Written Options
September 30, 2018 (Unaudited)
CALL OPTIONS - .01%
Underlying Security	Counterparty	Contracts	Notional Amount	Exercise Price	Expiration	Fair Value
AbbVie, Inc.	Susquehanna	120	$                   908,640	$                70.00	11/15/2020	$      74,640
Acadia Healthcare Company, Inc. ●	Susquehanna	70	217,560	35.00	12/20/2019	6,125
Alliance Data Systems Corp. ●	Susquehanna	12	153,756	155.00	12/20/2019	1,230
AngloGold Ashanti Ltd. ADR ●	Susquehanna	150	274,050	16.00	10/18/2019	36,000
Bery Global Group, Inc. ●	Susquehanna	60	235,620	52.50	12/20/2019	1,200
Bristol-Myers Squibb Co.	Susquehanna	40	202,840	45.00	12/20/2019	24,480
Bristol-Myers Squibb Co.	Susquehanna	40	202,840	45.00	1/17/2020	24,840
Conagra Brands, Inc. ●	Susquehanna	74	227,032	30.00	10/18/2019	8,880
Carbonite, Inc. ●	Susquehanna	140	216,860	20.00	12/20/2019	5,040
Carbonite, Inc. *	Susquehanna	100	154,900	25.00	12/20/2019	5,000
CBS Corp. Class B ●	Susquehanna	100	403,700	45.00	1/17/2020	6,800
Centene Corp. ●	Susquehanna	30	129,780	50.00	12/20/2019	3,150
Citrix Systems, Inc. ●	Susquehanna	20	193,040	105.00	10/18/2019	1,500
CommVault Systems, Inc. ●	Susquehanna	40	178,840	57.50	3/20/2020	2,400
Chevron Corp.	Susquehanna	20	237,200	130.00	12/20/2019	4,100
DuPont de Nemours, Inc.	Susquehanna	50	356,550	75.00	1/17/2020	9,600
Dell Technologiex, Inc. *	Susquehanna	75	388,950	55.00	1/17/2020	23,250
Eventbrite, Inc. Class A *	Susquehanna	60	106,260	20.00	11/15/2019	7,200
iShares MSCI Japan ETF	Susquehanna	35	198,590	57.00	12/20/2019	4,935
iShares MSCI Belgium ETF	Susquehanna	80	151,040	19.00	11/15/2019	7,200
Invesco Currency Shares	Susquehanna	217	2,247,252	105.00	12/20/2019	16,058
GCP Applied Technologies, Inc. *	Susquehanna	150	288,750	25.00	11/15/2019	7,500
IAC/Interactive Corp. *	Susquehanna	20	435,940	230.00	1/17/2020	23,000
Jack in the Box, Inc.	Susquehanna	40	364,480	80.00	12/20/2019	51,800
Johnson & Johnson	Susquehanna	30	388,140	130.00	10/18/2019	6,000
Johnson & Johnson	Susquehanna	25	323,450	135.00	11/15/2019	3,250
LKQ Corp.	Susquehanna	50	157,250	30.00	1/17/2020	14,500
Magellan Health, Inc. ●	Susquehanna	50	310,500	70.00	12/20/2019	6,875
Magellan Health, Inc. ●	Susquehanna	60	372,600	75.00	12/20/2019	2,850
Altria Group, Inc.	Susquehanna	100	409,000	45.00	1/17/2020	8,100
Altria Group, Inc.	Susquehanna	50	204,500	40.00	6/19/2020	19,500
Madison Square Garden Co. Class A *	Susquehanna	15	395,280	280	12/20/2019	7,950
Newell Brands, Inc.	Susquehanna	125	234,000	19.00	12/20/2019	17,500
Pfizer, Inc.	Susquehanna	100	359,300	41.00	12/20/2019	1,200
Dave & Buster's Entertainment, Inc. *	Susquehanna	100	389,500	45.00	1/17/2020	12,000
Perrigo Co. Plc (Ireland)	Susquehanna	30	167,670	55.00	1/17/2020	14,130
Quanta Services, Inc. ●	Susquehanna	60	226,800	39.00	11/15/2019	6,720
Qualcomm, Inc.	Susquehanna	60	457,680	72.50	1/17/2020	44,100
QEP Resources, Inc.	Susquehanna	1,000	370,000	7.00	12/20/2019	5,000
Red Robin Gourmet Burgers, Inc. *	Susquehanna	125	648,717	35.00	12/20/2019	21,250
Schlumberger LTD.	Susquehanna	110	375,870	37.50	2/21/2020	17,160
Symantec Corp.	Susquehanna	230	543,490	21.00	1/17/2020	64,400
AT&T, Inc.	Susquehanna	100	378,400	39.00	12/20/2019	9,900
Uber Technologies, Inc. *	Susquehanna	59	179,773	45.00	1/17/2020	590
Vmware, Inc. *	Susquehanna	30	450,180	160.00	9/20/2019	22,500
Total Call Options (Premiums Received $710,556) - 2026.30%						$    661,403
PUT OPTIONS - .81%
Underlying Security	Counterparty	Contracts	Notional Amount	Exercise Price	Expiration	Fair Value
AbbVie, Inc.	Susquehanna	60	$                   454,320	$                57.50	11/15/2019	$           540
AbbVie, Inc.	Susquehanna	60	454,320	60.00	11/15/2020	840
Acadia Healthcare Company, Inc. ●	Susquehanna	70	217,560	20.00	3/20/2020	7,350
Acadia Healthcare Company, Inc. ●	Susquehanna	70	217,560	25.00	11/15/2019	6,125
AngloGold Ashanti Ltd. ADR ●	Susquehanna	150	274,050	11.00	10/18/2019	750
Bery Global Group, Inc. ●	Susquehanna	60	235,620	42.50	12/20/2019	26,100
Cars.com, Inc. ●	Susquehanna	90	80,820	10.00	3/20/2020	18,000
CBS Corp. Class B ●	Susquehanna	100	403,700	37.50	12/20/2019	11,400
Centene Corp. ●	Susquehanna	70	302,820	40.00	12/20/2019	10,080
Citrix Systems, Inc. ●	Susquehanna	40	386,080	87.50	12/20/2019	4,500
CommVault Systems, Inc. ●	Susquehanna	60	268,260	40.00	1/17/2020	7,350
Chevron Corp.	Susquehanna	20	237,200	115.00	3/20/2020	12,000
DuPont de Nemours, Inc.	Susquehanna	50	356,550	62.50	12/20/2019	5,875
Dell Technologiex, Inc. *	Susquehanna	75	388,950	42.50	1/17/2020	8,812
IAC/Interactive Corp. *	Susquehanna	20	435,940	195.00	1/17/2020	14,800
Jack in the Box, Inc.	Susquehanna	40	364,480	65.00	12/20/2019	1,300
Johnson & Johnson	Susquehanna	30	388,140	115.00	10/18/2019	300
Johnson & Johnson	Susquehanna	25	323,450	120.00	11/15/2019	2,175
Magellan Health, Inc.	Susquehanna	85	527,850	55.00	12/20/2019	14,238
Magellan Health, Inc.	Susquehanna	25	155,250	60.00	12/20/2019	8,938
Altria Group, Inc.	Susquehanna	100	409,000	37.50	1/17/2020	13,300
Madison Square Garden Co. Class A *	Susquehanna	15	395,280	240	12/20/2019	5,175
Newell Brands, Inc.	Susquehanna	125	234,000	15.00	12/20/2019	3,750
Pfizer, Inc.	Susquehanna	100	359,300	35.00	12/20/2019	11,300
Dave & Buster's Entertainment, Inc. *	Susquehanna	100	389,500	35.00	1/17/2020	19,800
Quanta Services, Inc. ●	Susquehanna	60	226,800	31.00	11/15/2019	1,350
Qualcomm, Inc.	Susquehanna	60	457,680	57.50	1/17/2020	3,840
Qualcomm, Inc.	Susquehanna	40	305,120	62.50	10/18/2019	320
Red Robin Gourmet Burgers, Inc. *	Susquehanna	125	648,713	25.00	12/20/2019	6,250
Schlumberger LTD.	Susquehanna	110	375,870	27.50	2/21/2020	10,395
Symantec Corp.	Susquehanna	120	283,560	16.00	10/18/2019	360
Symantec Corp.	Susquehanna	110	259,930	17.00	10/18/2019	330
AT&T, Inc.	Susquehanna	100	378,400	34.00	1/17/2020	6,900
Vmware, Inc. *	Susquehanna	30	450,180	125.00	1/17/2020	9,075
Total Put Options (Premiums Received $231,557) - .81%						$    253,618
TOTAL WRITTEN OPTIONS (Premiums Received $1,002,245) - 2.92%						$    915,021
* Non-income producing securities during the period.
● Level 2 Security
The accompanying notes are an integral part of these financial statements.

ITEM 2. CONTROLS AND PROCEDURES.

(a)

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES. The Registrant maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Registrant's filings under the Securities Exchange Act of 1934 and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission. Such information is accumulated and communicated to the Registrant's management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Registrant's management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

Within 90 days prior to the filing date of this Quarterly Schedule of Portfolio Holdings on Form N-Q, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrant's management, including the Registrant's principal executive officer and the Registrant's principal financial officer, of the effectiveness of the design and operation of the Registrant's disclosure controls and procedures. Based on such evaluation, the Registrant's principal executive officer and principal financial officer concluded that the Registrant's disclosure controls and procedures are effective.

(b)

CHANGES IN INTERNAL CONTROLS. There have been no significant changes in the Registrant's internal controls or in other factors that could significantly affect the internal controls subsequent to the date of their evaluation in connection with the preparation of this Quarterly Schedule of Portfolio Holdings on Form N-Q.

ITEM 3. EXHIBITS.

Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Frank Funds

By /s/Brian J. Frank, President

 Brian J. Frank

 President

Date: September 29, 2019

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By /s/Brian J. Frank, President

Brian J. Frank

President

Date September 29, 2019

By /s/Monique M. Weiss

Monique M. Weiss

Secretary

Date September 29, 2019