UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): ~~October~~ 25November 20, 2019

USCF FUNDS TRUST (Exact name of registrant as specified in its charter)

(Exact name of registrant as specified in its charter)

Delaware

001-38152

38-7159729

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

Delaware	001-38152	38-7159729
(State or other jurisdiction	(Commission File Number)	(I.R.S. Employer
of incorporation)		Identification No.)

1850 Mt. Diablo Boulevard, Suite 640

Walnut Creek, California 94596

(Address of principal executive offices) (Zip Code)

		1850 Mt. Diablo Boulevard, Suite 640
		Walnut Creek, California 94596
(510) 522-9600		(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code

Registrant’s telephone number, including area code: (510) 522-9600

Not Applicable (Former name or former address, if changed since last report)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-~~4(c~~4c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:	Trading Symbol(s)	Name of each exchange on which registered:
Title of each class	Trading symbol(s)	Name of each exchange on which registered
Shares of United States 3x Oil Fund	USOU	NYSE Arca Equities, Inc.
Shares of United States 3x Short Oil Fund	USOD	NYSE Arca Equities, Inc.

~~Item~~Indicate 7by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.01405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 ~~Regulation~~of FDthis ~~Disclosure~~chapter).

On October 25, 2019, USCF Funds Trust (the “Registrant”), and United States 3x Oil Fund (“USOU”) and United States 3x Short Oil Fund (“USOD”), each a series of the Registrant, issued their monthly account statements for the month ended September 30, 2019, which are presented in the form of Statements of Income (Loss) and Statements of Changes in Net Asset Value, as required pursuant to Rule 4.22 under the Commodity Exchange Act. A copy of the monthly account statements is furnished as Exhibit 99.1 to this Current Report on Form 8-K and also can be found on USOU’s and USOD’s website at www.uscfinvestments.com. The information furnished in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.

Emerging growth company	x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.	x

Item 91.01. ~~Financial~~Entry ~~Statements~~into ~~and~~a ~~Exhibits~~Material Definitive Agreement.

~~(d)~~The ~~Exhibits~~information set forth in Item 3.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.

~~Exhibit~~Item 993.101. ~~Monthly~~Notice ~~Account~~of ~~Statements~~Delisting ofor ~~the~~Failure ~~Registrant,~~to ~~USOU~~Satisfy ~~and~~a ~~USOD~~Continued ~~for~~Listing ~~the~~Rule ~~month~~or ~~ended~~Standard; ~~September~~Transfer ~~30,~~of ~~2019~~Listing.

~~SIGNATURES~~On November 20, 2019, United States Commodity Funds LLC (“USCF”), the sponsor of USCF Funds Trust (the “Trust”) and its series, including the United States 3x Oil Fund (“USOU”) and the United States 3x Short Oil Fund (“USOD”) (each a “Fund” and together, the “Funds”), announced that the USCF board of directors had approved a plan of liquidation and termination to (i) liquidate USOU and USOD, (ii) terminate the continuous offering of USOU and USOD, and (iii) deregister USOU and USOD under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and therefore, terminate the Trust’s obligation to include USOU and USOD in its periodic and current reports with the Securities and Exchange Commission (“SEC”). USCF has provided notice to the NYSE Arca, Inc. (“NYSE Arca”), of its decision to liquidate USOU and USOD and terminate the offering.

~~Pursuant~~As toof the ~~requirements~~ close of regular trading on the ~~Securities~~NYSE ~~Exchange~~Arca ~~Act~~on December of12, ~~1934~~2019, USOU and USOD will no longer accept orders for creation baskets or redemption baskets from authorized participants. Trading in the ~~Registrant~~shares ~~has~~of ~~duly~~each ~~caused~~Fund ~~this~~on ~~report~~the toNYSE Arca will be ~~signed~~suspended prior to the open of market on ~~its~~December 13, ~~behalf~~2019 byand beginning on that date, there can be no assurance that there will be a secondary market for the ~~undersigned~~shares. ~~hereunto~~Shareholders ~~duly~~may ~~authorized~~sell their holdings in USOU and USOD before December 12, 2019 and customary brokerage charges may apply to such transactions.

	USCF FUNDS TRUST
	By:	United States Commodity Funds LLC, its sponsor
Date: October 25, 2019	By:	/s/ Stuart P. Crumbaugh
	Name:	Stuart P. Crumbaugh
	Title:	Chief Financial Officer

On or about December 12, 2019, USOU and USOD will begin the process of liquidating its portfolio. As a result, the cash holdings of each Fund will increase, and each Fund will cease to be managed in accordance with its investment objective.

The liquidation date for USOU and USOD will be December 18, 2019 and the proceeds of the liquidation are scheduled to be sent to shareholders of USOU and USOD on or about December 19, 2019.

USCF intends to file a post-effective amendment on behalf of the Trust and each Fund to terminate the offering of the registered and unsold shares of each Fund. The NYSE Arca will file a Form 25 with the SEC to effect the withdrawal of the listing of each Fund from the NYSE Arca. Delisting from the NYSE Arca will become effective 10 days after the filing date of the Form 25. Provided that each Fund continues to meet the applicable legal requirements, USCF intends to file a Form 15 on behalf of the Trust and each Fund with the SEC in January 2020 to suspend the Trust’s duty to include each Fund on its reports under Sections 13(a) and 15(d) of the Exchange Act. USCF expects the termination of registration will become effective 90 days after the date of the filing of the Form 15 with the SEC.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits


Exhibit 10.1		Plan of Liquidation dated November 20, 2019
Exhibit 99.1		Press Release dated November 20, 2019

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	USCF FUNDS TRUST
	By:	United States Commodity Funds LLC, its sponsor
Date: November 20, 2019	By:	/s/ John P. Love
		Name: John P. Love
		Title: President (Principal Executive Officer)

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