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Item 9A. Controls and Procedures

2021-02-26 compared with 2020-03-13 · 242 added, 484 removed, 176 unchanged (80% of the section changed)

1 unchanged sentence

Disclosure Controls and Procedures

USL maintains disclosure controls and procedures

that are designed to ensure that information required to be disclosed in USL’s periodic reports filed or submitted under

the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time period specified

in the SEC’s rules and forms.

The duly appointed officers of USCF, including

its chief executive officer and chief financial officer, who perform functions equivalent to those of a principal executive officer

and principal financial officer of USL if USL had any officers, have evaluated the effectiveness of USL’s disclosure controls

and procedures and have concluded that the disclosure controls and procedures of USL have been effective as of the end of the period

covered by this annual report on Form 10-K.

Management’s Annual Report on

Internal Control Over Financial Reporting

USL is responsible for establishing and

maintaining adequate internal control over financial reporting.

USL’s internal control system is designed to provide reasonable

assurance to USCF and the Board of USCF regarding the preparation and fair presentation of published financial statements.

internal control systems, no matter how well designed, have inherent limitations.

Therefore, even those systems determined to be

effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

report on internal control over financial reporting is set forth above under the heading, “Management’s Annual Report

on Internal Control Over Financial Reporting” in Item 8 of this annual report on Form 10-K.

Change in Internal Control Over Financial

There were no changes in USL’s internal

control over financial reporting during USL’s last fiscal quarter that have materially affected, or are reasonably likely

to materially affect, USL’s internal control over financial reporting.

USL maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in USL’s periodic reports filed or submitted under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time period specified in the SEC’s rules and forms.

The duly appointed officers of USCF, including its chief executive officer and chief financial officer, who perform functions equivalent to those of a principal executive officer and principal financial officer of USL if USL had any officers, have evaluated the effectiveness of USL’s disclosure controls and procedures and have concluded that the disclosure controls and procedures of USL have been effective as of the end of the period covered by this annual report on Form 10-K.

Management’s Annual Report on Internal Control Over Financial Reporting

USL is responsible for establishing and maintaining adequate internal control over financial reporting.

USL’s internal control system is designed to provide reasonable assurance to USCF and the Board of USCF regarding the preparation and fair presentation of published financial statements.

All internal control systems, no matter how well designed, have inherent limitations.

Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

USCF’s report on internal control over financial reporting is set forth above under the heading, “Management’s Annual Report on Internal Control Over Financial Reporting” in Item 8 of this annual report on Form 10-K.

Change in Internal Control Over Financial Reporting

There were no changes in USL’s internal control over financial reporting during USL’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, USL’s internal control over financial reporting.

Other Information.

Monthly Account Statements

Pursuant to the requirement under Rule

4.22 under the CEA, each month USL publishes an account statement for its shareholders, which includes a Statement of Income (Loss)

and a Statement of Changes in Net Asset Value.

The account statement is furnished to the SEC on a current report on Form 8-K pursuant

to Section 13 or 15(d) of the Exchange Act and posted each month on USL’s website at www.uscfinvestments.com.

Pursuant to the requirement under Rule 4.22 under the CEA, each month USL publishes an account statement for its shareholders, which includes a Statement of Income (Loss) and a Statement of Changes in Net Asset Value.

The account statement is furnished to the SEC on a current report on Form 8-K pursuant to Section 13 or 15(d) of the Exchange Act and posted each month on USL’s website at www.uscfinvestments.com.

Directors, Executive Officers and Corporate Governance.

Principals and Key Personnel of USCF.

has no executive officers.

USL has no executive officers.

Pursuant to the terms of the LP Agreement, USL’s affairs are managed by USCF.

The following principals

of USCF serve in the below mentioned capacities:

The following principals of USCF serve in the below mentioned capacities:

Management Director, Vice President

Andrew F Ngim

Chief Operating Officer, Management Director and Portfolio Manager

4 unchanged sentences

Portfolio Manager

Chief Investment Officer, Portfolio Manager

Chief Investment Officer

Independent Director

1 unchanged sentence

Independent Director

Allen , 63, Portfolio

Manager of USCF since January 2008.

Allen , 64, Portfolio Manager of USCF since January 2008.

Allen was the portfolio manager of:

(1) UGA from February 2008 until March 2010, and then

portfolio manager since May 2015, (2) UHN from April 2008 until March 2010, and then portfolio manager since May 2015, (3) UNL

from November 2009 until March 2010, and then portfolio manager since May 2015.

In addition, he has been the portfolio manager

(1) DNO since September 2009, (2) USO and USL since March 2010, (3) BNO since June 2010, (4) UNG since May 2015, and (4) USOU

and USOD from July 2017 to December 2019.

Allen also has served as the portfolio manager of (1) the USCF Commodity Strategy

Fund, a series of USCF Mutual Funds Trust, since October 2017, and (2) the USCF SummerHaven Dynamic Commodity Strategy No K-1 Fund,

a series of the USCF ETF Trust, since May 2018.

Allen has been a principal of USCF listed with the CFTC and NFA since March

2009 and has been registered as an associated person of USCF since July 2015 and from March 2008 to November 2012.

Additionally,

(1) UGA from February 2008 until March 2010, and then portfolio manager since May 2015, (2) UHN from April 2008 until March 2010, and then portfolio manager since May 2015, (3) UNL from November 2009 until March 2010, and then portfolio manager since May 2015.

In addition, he has been the portfolio manager of:

(1) DNO since September 2009, (2) USO and USL since March 2010, (3) BNO since June 2010, (4) UNG since May 2015, (4) USOU and USOD from July 2017 to December 2019, and (5) the USCF Commodity Strategy Fund, a series of USCF Mutual Funds Trust, from October 2017 to March 2019.

Allen also has served as the portfolio manager of the USCF SummerHaven Dynamic Commodity Strategy No K-1 Fund, a series of the USCF ETF Trust, since May 2018.

Allen has been a principal of USCF listed with the CFTC and NFA since March 2009 and has been registered as an associated person of USCF since July 2015 and from March 2008 to November 2012.

Additionally, Mr.

Allen has been approved as an NFA swaps associated person of USCF since July 2015.

As of February 2017, he also is an associated

person and swap associated person of USCF Advisers, LLC (“USCF Advisers”).

USCF Advisers, an affiliate of USCF, is

an investment adviser registered under the Investment Advisers Act of 1940, and, as of February 2017, is registered as a commodity

pool operator, NFA member and swap firm.

As of February 2017, he also is an associated person and swap associated person of USCF Advisers, LLC (“USCF Advisers”).

USCF Advisers, an affiliate of USCF, is an investment adviser registered under the Investment Advisers Act of 1940, and, as of February 2017, is registered as a commodity pool operator, NFA member and swap firm.

Allen earned a B.A.

in Economics from the University of California at Berkeley and

holds an NFA Series 3 registration.

Baum , 49, has served

as a Portfolio Manager of USCF since March 2016 and as the Chief Investment Officer of USCF since September 1, 2016.

Prior to joining

in Economics from the University of California at Berkeley and holds an NFA Series 3 registration.

Baum , 50, has served as the Chief Investment Officer of USCF since September 1, 2016 and as a Portfolio Manager of USCF from March 2016 to April 2017.

Prior to joining USCF, Mr.

Baum temporarily retired from December 2015 to March 2016.

Baum served as the Vice President and Senior Portfolio

Manager for Invesco, an investment manager that manages a family of exchange-traded funds, from October 2014 through December 2015.

Baum served as the Vice President and Senior Portfolio Manager for Invesco, an investment manager that manages a family of exchange-traded funds, from October 2014 through December 2015.

Baum was temporarily retired from May 2012 through September 2014.

From May 1993 to April 2012, Mr.

Baum worked as the Senior

Portfolio Manager, Head of Commodities for OppenheimerFunds, Inc., a global asset manager.

Baum has been approved as an NFA

principal and associated person of USCF since April 2016 and, as of January 2017, a branch manager of USCF.

As of February

2017, he also is an associated person and branch manager of USCF Advisers.

USCF Advisers, an affiliate of USCF, is an investment

adviser registered under the Investment Advisers Act of 1940, and, as of February 2017, is registered as a commodity pool operator,

NFA member and swap firm.

Baum worked as the Senior Portfolio Manager, Head of Commodities for OppenheimerFunds, Inc., a global asset manager.

Baum has been approved as an NFA principal and associated person of USCF since April 2016 and, as of January 2017, a branch manager of USCF.

As of February 2017, he also is an associated person and branch manager of USCF Advisers.

Baum is a CFA Charterholder, CAIA Charterholder, earned a B.B.A.

in Finance from Texas Tech University

and holds an NFA Series 3 registration.

Crumbaugh , 56,

Chief Financial Officer, Secretary and Treasurer of USCF since May 2015 and also the Chief Financial Officer of Concierge Technologies,

Inc., the parent of Wainwright Holdings, Inc.

in Finance from Texas Tech University and holds an NFA Series 3 registration.

Crumbaugh , 57, Chief Financial Officer, Secretary and Treasurer of USCF since May 2015 and also the Chief Financial Officer of Concierge Technologies, Inc.

("Concierge"), the parent of Wainwright Holdings, Inc.

(“Wainwright”) since December 2017.

He is also the Treasurer and a member of the Board of Directors of Marygold & Co., a subsidiary

of Concierge, since November 2019.

In addition, Mr.

Crumbaugh has served

as a director of Wainwright, the parent and sole member of USCF, since December 2016.

Crumbaugh has been a principal of USCF

listed with the CFTC and NFA since July 1, 2015 and, as of January 2017, he is a principal of USCF Advisers.

USCF Advisers, an

affiliate of USCF, is an investment adviser registered under the Investment Advisers Act of 1940, and, as of February 2017, is

registered as a commodity pool operator, NFA member and swap firm.

Crumbaugh has served as a director of Wainwright, the parent and sole member of USCF, since December 2016.

Crumbaugh has been a principal of USCF listed with the CFTC and NFA since July 1, 2015 and, as of January 2017, he is a principal of USCF Advisers.

Since June 2015, Mr.

Crumbaugh has been the Treasurer and Secretary

of USCF Advisers.

He has served as a Management Trustee, Chief Financial Officer and Treasurer of (1) USCF ETF Trust since

May 2015 and (2) USCF Mutual Funds Trust since October 2016.

Crumbaugh joined USCF as the Assistant Chief Financial

Officer on April 6, 2015.

Crumbaugh has been the Treasurer and Secretary of USCF Advisers.

He has served as a Management Trustee, Chief Financial Officer and Treasurer of (1) USCF ETF Trust since May 2015 and (2) USCF Mutual Funds Trust since October 2016.

Crumbaugh joined USCF as the Assistant Chief Financial Officer on April 6, 2015.

Prior to joining USCF, Mr.

Crumbaugh was the Vice President Finance and Chief Financial Officer of Sikka

Software Corporation, a software service healthcare company providing optimization software and data solutions from April 2014

to April 6, 2015.

Crumbaugh served as a consultant providing technical accounting, IPO readiness and M&A consulting services

to various early stage companies with the Connor Group, a technical accounting consulting firm, for the periods of January 2014

through March 2014;

Crumbaugh was the Vice President Finance and Chief Financial Officer of Sikka Software Corporation, a software service healthcare company providing optimization software and data solutions from April 2014 to April 6, 2015.

Crumbaugh served as a consultant providing technical accounting, IPO readiness and M&A consulting services to various early stage companies with the Connor Group, a technical accounting consulting firm, for the periods of January 2014 through March 2014;

October 2012 through November 2012;

and January 2011 through February 2011.

From December 2012 through December

Crumbaugh was Vice President, Corporate Controller and Treasurer of Auction.com, LLC, a residential and commercial real

estate online auction company.

From December 2012 through December 2013, Mr.

Crumbaugh was Vice President, Corporate Controller and Treasurer of Auction.com, LLC, a residential and commercial real estate online auction company.

From March 2011 through September 2012, Mr.

Crumbaugh was Chief Financial Officer of IP Infusion

Inc., a technology company providing network routing and switching software enabling software-defined networking solutions for

major mobile carriers and network infrastructure providers.

Crumbaugh was Chief Financial Officer of IP Infusion Inc., a technology company providing network routing and switching software enabling software-defined networking solutions for major mobile carriers and network infrastructure providers.

Crumbaugh earned a B.A.

in Accounting and Business Administration

from Michigan State University in 1987 and is a Certified Public Accountant – Michigan (inactive).

Vice President since May 15, 2015 and Management Director since June 2005.

Gerber served as President and Chief

Executive Officer of USCF from June 2005 through May 15, 2015 and Chairman of the Board of Directors of USCF from June 2005

through October 2019.

Gerber co-founded USCF in 2005 and prior to that, he co-founded Ameristock Corporation in March

1995, a California-based investment adviser registered under the Investment Advisers Act of 1940 from March 1995 until

January 2013.

in Accounting and Business Administration from Michigan State University in 1987 and is a Certified Public Accountant – Michigan (inactive).

Gerber , 58, Vice President since May 15, 2015 and Management Director since June 2005.

Gerber served as President and Chief Executive Officer of USCF from June 2005 through May 15, 2015 and Chairman of the Board of Directors of USCF from June 2005 through October 2019.

Gerber co-founded USCF in 2005 and prior to that, he co-founded Ameristock Corporation in March 1995, a California-based investment adviser registered under the Investment Advisers Act of 1940 from March 1995 until January 2013.

Since January 26, 2015, Mr.

Gerber also has served as the Chief Executive Officer, President, and Chairman of

the Board of Directors of Concierge Technologies, Inc.

(“Concierge”), which is a company publicly traded under

the ticker symbol “CNCG.” Concierge is the sole shareholder of Wainwright.

Gerber also is the President and a

director of Wainwright, a position he has held since March of 2004.

Gerber also has served as the Chief Executive Officer, President, and Chairman of the Board of Directors of Concierge Technologies, Inc.

(“Concierge”), which is a company publicly traded under the ticker symbol “CNCG.” Concierge is the sole shareholder of Wainwright.

He is also the CEO and a member of the Board of Directors of Marygold & Co., a subsidiary of Concierge, since November 2019.

Gerber also is the President and a director of Wainwright, a position he has held since March of 2004.

From August 1995 to January 2013, Mr.

Gerber served as

Portfolio Manager of Ameristock Mutual Fund, Inc.

Gerber served as Portfolio Manager of Ameristock Mutual Fund, Inc.

On January 11, 2013, the Ameristock Mutual Fund, Inc.

merged with and into

the Drexel Hamilton Centre American Equity Fund, a series of Drexel Hamilton Mutual Funds.

Drexel Hamilton Mutual Funds is

not affiliated with Ameristock Corporation, the Ameristock Mutual Fund, Inc.

Gerber also has served USCF

Advisers on the Board of Managers from June 2013 to present, as the President from June 2013 through June 18, 2015, and as

Vice President from June 18, 2015 to present.

USCF Advisers, an affiliate of USCF, is an investment adviser registered under

the Investment Advisers Act of 1940, and, since February 2017, is registered as a commodity pool operator, NFA member and

He also has served as Chairman of the Boards of Trustees of USCF ETF Trust since 2014 and USCF Mutual Funds Trust

since October 2016, respectively, (USCF ETF Trust and together with USCF Mutual Funds Trust are referred to as the

“Trusts”) and each of the Trusts are investment companies registered under the Investment Company Act of 1940, as

merged with and into the Drexel Hamilton Centre American Equity Fund, a series of Drexel Hamilton Mutual Funds.

Drexel Hamilton Mutual Funds is not affiliated with Ameristock Corporation, the Ameristock Mutual Fund, Inc.

Gerber also has served USCF Advisers on the Board of Managers from June 2013 to present, as the President from June 2013 through June 18, 2015, and as Vice President from June 18, 2015 to present.

USCF Advisers, an affiliate of USCF, is an investment adviser registered under the Investment Advisers Act of 1940, and, since February 2017, is registered as a commodity pool operator, NFA member and swap firm.

He also has served as Chairman of the Boards of Trustees of USCF ETF Trust since 2014 and USCF Mutual Funds Trust since October 2016, respectively, (USCF ETF Trust and together with USCF Mutual Funds Trust are referred to as the “Trusts”) and each of the Trusts are investment companies registered under the Investment Company Act of 1940, as amended.

In addition, Mr.

Gerber served as the President and Chief Executive Officer of USCF ETF Trust from June 2014 until

December 2015.

In the above roles, Mr.

Gerber has gained extensive experience in evaluating and retaining third-party service

providers, including custodians, accountants, transfer agents, and distributors.

Gerber has been a principal of USCF

listed with the CFTC and NFA since November 2005, an NFA associate member and associated person of USCF since December 2005

and a Branch Manager of USCF since May 2009.

Additionally, effective as of January 2017, he is a principal of USCF Advisers

and, effective as of February 2017, he is an associated person, swap associated person, and branch manager of USCF Advisers.

Gerber served as the President and Chief Executive Officer of USCF ETF Trust from June 2014 until December 2015.

Gerber has been a principal of USCF listed with the CFTC and NFA since November 2005, an NFA associate member and associated person of USCF since December 2005 and a Branch Manager of USCF since May 2009.

Additionally, effective as of January 2017, he is a principal of USCF Advisers and, effective as of February 2017, he is an associated person, swap associated person, and branch manager of USCF Advisers.

Gerber earned an MBA degree in finance from the University of San Francisco, a B.A.

from Skidmore College and holds an

NFA Series 3 registration.

Love , 48, President

and Chief Executive Officer of USCF since May 15, 2015, Management Director of USCF since October 2016 and Chairman of the Board

of Directors of USCF since October 2019.

Love previously served as a Senior Portfolio Manager for the Related Public Funds

from March 2010 through May 15, 2015.

Prior to that, while still at USCF, he was a Portfolio Manager beginning with the launch

of USO in April 2006.

Love was the portfolio manager of USO from April 2006 until March 2010 and the portfolio manager for

USL from December 2007 until March 2010.

Love has been the portfolio manager of UNG since April 2007, and the portfolio manager

of UGA, UHN, and UNL since March 2010.

USCF Advisers, an affiliate of USCF, is an investment adviser registered under the Investment

Advisers Act of 1940, and, as of February 2017, is registered as a commodity pool operator, NFA member and swap firm.

has served as on the Board of Managers of USCF Advisers since November 2016 and as its President since June 18, 2015.

He also acted

as co-portfolio manager of the Stock Split Index Fund, a series of the USCF ETF Trust for the period from September 2014 to December

2015, when he was promoted to the position of President and Chief Executive Officer of the USCF ETF Trust.

Since October 2016 to

present, he also has served as the President and Chief Executive of the USCF Mutual Funds Trust.

Love also is a director of

Wainwright, a position he has held since December 2016.

Love has been a principal of USCF listed with the CFTC and NFA since

January 17, 2006.

Love has been registered as an associated person of USCF since February 2015 and from December 1, 2005 to

April 16, 2009.

from Skidmore College and holds an NFA Series 3 registration.

Love, 49, President and Chief Executive Officer of USCF since May 15, 2015, Management Director of USCF since October 2016 and Chairman of the Board of Directors of USCF since October 2019.

Love also is a director of Wainwright, a position he has held since December 2016.

Love previously served as a Senior Portfolio Manager for the Related Public Funds from March 2010 through May 15, 2015.

Prior to that, while still at USCF, he was a Portfolio Manager beginning with the launch of USO in April 2006.

Love was the portfolio manager of USO from April 2006 until March 2010 and the portfolio manager for USL from December 2007 until March 2010.

Love has been the portfolio manager of UNG since April 2007, and the portfolio manager of UGA, UHN, and UNL since March 2010.

Love has served as on the Board of Managers of USCF Advisers since November 2016 and as its President since June 18, 2015.

He also acted as co-portfolio manager of the Stock Split Index Fund, a series of the USCF ETF Trust for the period from September 2014 to December 2015, when he was promoted to the position of President and Chief Executive Officer of the USCF ETF Trust.

Since October 2016 to present, he also has served as the President and Chief Executive of the USCF Mutual Funds Trust.

Love has been a principal of USCF listed with the CFTC and NFA since January 17, 2006.

Love has been registered as an associated person of USCF since February 2015 and from December 1, 2005 to April 16, 2009.

Love has also been registered as a branch manager of USCF since March 2016.

Additionally, Mr.

Love has been

approved as an NFA swaps associated person since February 2015.

Love has been approved as an NFA swaps associated person since February 2015.

Love is a principal of USCF Advisers LLC as of January 2017.

1 unchanged sentence

Love earned a B.A.

from the University of Southern California, holds an NFA Series 3 and FINRA Series 7 registrations and is

a CFA Charterholder.

Andrew F Ngim , 59, co-founded

USCF in 2005 and has served as a Management Director since May 2005 and, since August 15, 2016, has served as the Chief Operating

Officer of USCF.

from the University of Southern California, holds an NFA Series 3 and FINRA Series 7 registrations and is a CFA Charterholder.

Andrew F Ngim , 60, co-founded USCF in 2005 and has served as a Management Director since May 2005 and, since August 15, 2016, has served as the Chief Operating Officer of USCF.

Ngim has served as the portfolio manager for USCI, CPER and USAG since January 2013.

Ngim also served

as USCF’s Treasurer from June 2005 to February 2012.

In addition, he has been on the Board of Managers and has served as

the Assistant Secretary and Assistant Treasurer of USCF Advisers since its inception in June 2013.

Prior to and concurrent with

his services to USCF and USCF Advisers, from January 1999 to January 2013, Mr.

Ngim served as a Managing Director for Ameristock

Corporation, a California-based investment adviser, which he co-founded in March 1995, and was Co-Portfolio Manager of Ameristock

Mutual Fund, Inc.

Ngim also served as USCF’s Treasurer from June 2005 to February 2012.

In addition, he has been on the Board of Managers and has served as the Assistant Secretary and Assistant Treasurer of USCF Advisers since its inception in June 2013.

Prior to and concurrent with his services to USCF and USCF Advisers, from January 1999 to January 2013, Mr.

Ngim served as a Managing Director for Ameristock Corporation, a California-based investment adviser, which he co-founded in March 1995, and was Co-Portfolio Manager of Ameristock Mutual Fund, Inc.

from January 2000 to January 2013.

Ngim also served as portfolio manager of (1) the Stock Split Index Fund

from September 2014 to October 2017, and (2) the USCF Restaurant Leaders Fund from November 2016 to October 2017, both series of

the USCF ETF Trust.

Ngim also serves as the portfolio manager for three funds that are series of the USCF ETF Trust:

SummerHaven SHPEI Index Fund from December 2017 to present, (2) USCF SummerHaven SHPEN Index Fund also from December 2017 to present,

and (3) USCF SummerHaven Dynamic Commodity Strategy No K-1 Fund from May 2018 to present.

Ngim serves as a Management Trustee

Ngim also served as portfolio manager of (a) the following series of the USCF ETF Trust:

(1) the Stock Split Index Fund from September 2014 to October 2017, (2) the USCF Restaurant Leaders Fund from November 2016 to October 2017, (3) USCF SummerHaven SHPEI Index Fund from December 2017 to October 2020, (4) USCF SummerHaven SHPEN Index Fund from December 2017 to April 2020, and (b) a series of USCF Mutual Funds Trust, the USCF Commodity Strategy Fund, from March 2017 to March 2019.

Ngim also serves as the portfolio manager for the USCF SummerHaven Dynamic Commodity Strategy No K-1 Fund, a series of the USCF ETF Trust, from May 2018 to present.

Ngim serves as a Management Trustee of:

(1) the USCF ETF Trust from August 2014 to the present and (2) the USCF Mutual Funds Trust from October 2016 to present.

Ngim has been a principal of USCF listed with the CFTC and NFA since November 2005 and a principal of USCF Advisers LLC since January 2017.

USCF Advisers, an affiliate of USCF, is an investment adviser registered under the Investment Advisers Act of 1940, and,

as of February 2017, is registered as a commodity pool operator, NFA member and swap firm.

Ngim earned his B.A.

from the University

of California at Berkeley.

Nguyen , 60, Management

Director and principal since July 2015.

from the University of California at Berkeley.

Nguyen , 61, Management Director and principal since July 2015.

Nguyen served on the Board of Wainwright from December 2014 to December 2016.

co-founded USCF in 2005 and served as a Management Director until March 2012.

Nguyen was an Investment Manager with Ribera

Investment Management, an investment adviser registered under the Investment Advisers Act of 1940, from January 2013 to March 2015.

Nguyen co-founded USCF in 2005 and served as a Management Director until March 2012.

Nguyen was an Investment Manager with Ribera Investment Management, an investment adviser registered under the Investment Advisers Act of 1940, from January 2013 to March 2015.

Prior to and concurrent with his services to USCF, from January 2000 to January 2013, Mr.

Nguyen served as a Managing Principal

for Ameristock Corporation, a California-based investment adviser registered under the Investment Advisers Act of 1940, which he

co-founded in March 1995.

Nguyen was a principal of USCF listed with the CFTC and NFA from November 2005 through March 2012

and an associated person of USCF listed with the CFTC and NFA from November 2007 through March 2012.

Nguyen has been a principal

of USCF listed with the CFTC and NFA since July 2015 and an associated person of USCF listed with the CFTC and NFA since December

Nguyen served as a Managing Principal for Ameristock Corporation, a California-based investment adviser registered under the Investment Advisers Act of 1940, which he co-founded in March 1995.

Nguyen was a principal of USCF listed with the CFTC and NFA from November 2005 through March 2012 and an associated person of USCF listed with the CFTC and NFA from November 2007 through March 2012.

Nguyen has been a principal of USCF listed with the CFTC and NFA since July 2015 and an associated person of USCF listed with the CFTC and NFA since December 2015.

As of February 2017, he also is an associated person of USCF Advisers.

USCF Advisers, an affiliate of USCF, is an investment

adviser registered under the Investment Advisers Act of 1940, and, as of February 2017, is registered as a commodity pool operator,

NFA member and swap firm.

Nguyen earned his B.S.

from California State University at Sacramento, and holds NFA Series 3 and

FINRA Series 7 registrations.

Yu , 61, Chief

Compliance Officer of USCF since February 2013.

In addition, she served USCF as the General Counsel from May 2015 through April

2018 and the Assistant General Counsel from August 2011 through April 2015.

Yu also served as the General Counsel of Concierge,

the parent of Wainwright from November 2017 through December 2018.

Yu has served as (1) Chief Compliance Officer of USCF Advisers

and USCF ETF Trust since May 2015 and of USCF Mutual Funds Trust since October 2016, (2) Chief AML Officer of USCF ETF Trust since

May 2015 and of USCF Mutual Funds Trust since October 2016, and (3) Chief Legal Officer of USCF Advisers and USCF ETF Trust from

May 2015 through April 2018 and of USCF Mutual Funds Trust from October 2016 through April 2018.

from California State University at Sacramento, and holds NFA Series 3 and FINRA Series 7 registrations.

Yu , 62, Chief Compliance Officer of USCF since February 2013.

In addition, she served USCF as the General Counsel from May 2015 through April 2018 and the Assistant General Counsel from August 2011 through April 2015.

Yu also served as the General Counsel of Concierge, the parent of Wainwright from November 2017 through December 2018.

Yu has served as (1) Chief Compliance Officer of USCF Advisers and USCF ETF Trust since May 2015 and of USCF Mutual Funds Trust since October 2016, (2) Chief AML Officer of USCF ETF Trust since May 2015

and of USCF Mutual Funds Trust since October 2016, and (3) Chief Legal Officer of USCF Advisers and USCF ETF Trust from May 2015 through April 2018 and of USCF Mutual Funds Trust from October 2016 through April 2018.

Prior to May 2015, Ms.

the Assistant Chief Compliance Officer and AML Officer of the USCF ETF Trust.

Since August 2013, in the case of USCF, and January

2017, in the case of USCF Advisers LLC, Ms.

Yu was the Assistant Chief Compliance Officer and AML Officer of the USCF ETF Trust.

Since August 2013, in the case of USCF, and January 2017, in the case of USCF Advisers LLC, Ms.

Yu has been a principal listed with the CFTC and NFA.

USCF Advisers LLC, an affiliate

of USCF, is an investment adviser registered under the Investment Advisers Act of 1940, and, as of February 2017, is registered

as a commodity pool operator, NFA member and swap firm.

USCF Advisers LLC, an affiliate of USCF, is an investment adviser registered under the Investment Advisers Act of 1940, and, as of February 2017, is registered as a commodity pool operator, NFA member and swap firm.

Yu earned her JD from Golden Gate University School of Law and a B.S.

in business administration from San Francisco State University.

Ellis , 73, Independent

Director of USCF since September 2005.

Ellis , 74, Independent Director of USCF since September 2005.

Previously, Mr.

Ellis was a founder of International Absorbents, Inc., Director and Chairman

since July 1985 and July 1988, respectively, and Chief Executive Officer and President since November 1996.

He also served as Chairman

of Absorption Corp., a wholly-owned subsidiary of International Absorbents, Inc., which is a leading developer and producer of

environmentally friendly pet care and industrial products, from May July 1985 until July 2010 when it was sold to Kinderhook Industries,

a private investment banking firm and remained as a director until March 2013 when Absorption Corp was sold again to J.

& Söhne Group, a German manufacturing firm.

Concurrent with that, he founded and has served as Chairman from November

2010 to present of Lupaka Gold Corp., a firm that acquires, explores, develops, and evaluates gold mining properties in Peru, South

Ellis has his Chartered Directors designation from The Director’s College (a joint venture of McMaster University

and The Conference Board of Canada).

Ellis was a founder of International Absorbents, Inc., Director and Chairman since July 1985 and July 1988, respectively, and Chief Executive Officer and President since November 1996.

He also served as Chairman of Absorption Corp., a wholly-owned subsidiary of International Absorbents, Inc., which is a leading developer and producer of environmentally friendly pet care and industrial products, from May July 1985 until July 2010 when it was sold to Kinderhook Industries, a private investment banking firm and remained as a director until March 2013 when Absorption Corp was sold again to J.

Rettenmaier & Söhne Group, a German manufacturing firm.

Concurrent with that, he founded and has served as Chairman from November 2010 to present of Lupaka Gold Corp., a firm that acquires, explores, develops, and evaluates gold mining properties in Peru, South America.

Ellis has his Chartered Directors designation from The Director’s College (a joint venture of McMaster University and The Conference Board of Canada).

He has been a principal of USCF listed with the CFTC and NFA since November 2005.

is an engineer and earned an MBA in international finance.

Fobes III , 55,

Independent Director of USCF and Chairman of USCF’s audit committee since September 2005.

He founded and is the Chairman

and Chief Executive Officer of Berkshire Capital Holdings, Inc., a California-based investment adviser registered under the Investment

Advisers Act of 1940 that has been sponsoring and providing portfolio management services to mutual funds since June 1997.

Fobes serves as Chairman and President of The Berkshire Funds, a mutual fund investment company registered under the Investment

Company Act of 1940.

Ellis is an engineer and earned an MBA in international finance.

Fobes III , 56, Independent Director of USCF and Chairman of USCF’s audit committee since September 2005.

He founded and is the Chairman and Chief Executive Officer of Berkshire Capital Holdings, Inc., a California-based investment adviser registered under the Investment Advisers Act of 1940 that has been sponsoring and providing portfolio management services to mutual funds since June 1997.

Fobes serves as Chairman and President of The Berkshire Funds, a mutual fund investment company registered under the Investment Company Act of 1940.

Since 1997, Mr.

Fobes has also served as portfolio manager of the Berkshire Focus Fund, a mutual fund registered

under the Investment Company Act of 1940, which concentrates its investments in the electronic technology industry.

contributing editor of Start a Successful Mutual Fund:

Fobes has also served as portfolio manager of the Berkshire Focus Fund, a mutual fund registered under the Investment Company Act of 1940, which concentrates its investments in the electronic technology industry.

He was also contributing editor of Start a Successful Mutual Fund:

The Step-by-Step Reference Guide to Make It Happen (JV Books, 1995).

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He earned a B.S.

in finance with a minor in

economics from San Jose State University in California.

Robinson , 62, Independent

Director of USCF since September 2005.

Robinson has been a Research Fellow since 1993 with the Hoover Institution, a public

policy think tank located on the campus of Stanford University.

He authored three books and has been published in the New York

Times, Red Herring, and Forbes ASAP and is the editor of Can Congress Be Fixed?:

Five Essays on Congressional Reform (Hoover Institution

Press, 1995).

in finance with a minor in economics from San Jose State University in California.

Robinson , 63, Independent Director of USCF since September 2005.

Robinson has been a Research Fellow since 1993 with the Hoover Institution, a public policy think tank located on the campus of Stanford University.

He authored three books and has been published in the New York Times, Red Herring, and Forbes ASAP and is the editor of Can Congress Be Fixed?:

Five Essays on Congressional Reform (Hoover Institution Press, 1995).

Robinson has been a principal of USCF listed with the CFTC and NFA since December 2005.

He earned an MBA from

the Stanford University Graduate School of Business, graduated from Oxford University in 1982 after studying politics, philosophy,

and economics and graduated summa cum laude from Dartmouth College in 1979.

The following are individual Principals,

as that term is defined in CFTC Rule 3.1, for USCF:

He earned an MBA from the Stanford University Graduate School of Business, graduated from Oxford University in 1982 after studying politics, philosophy, and economics and graduated summa cum laude from Dartmouth College in 1979.

The following are individual Principals, as that term is defined in CFTC Rule 3.1, for USCF:

Love, Stuart P.

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Gerber, Melinda D.

Gerber, Andrew

F Ngim, Robert L.

Gerber, Andrew F Ngim, Robert L.

Nguyen, Peter M.

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Fobes III, Ray W.

Allen, Kevin A.

Baum, Carolyn M.

1 unchanged sentence

The individuals who are Principals due to their positions are John P.

Love, Stuart P.

Crumbaugh, Nicholas D.

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Ellis, Malcolm R.

Fobes III, Ray W.

Allen, Kevin A.

Baum and Carolyn M.

In addition, Wainwright is a Principal because it is the sole member of

In addition, Wainwright is a Principal because it is the sole member of USCF.

None of the Principals owns or has any other beneficial interest in USL.

Allen and Andrew F Ngim make trading

and investment decisions for USL.

Allen and Andrew F Ngim execute trades on behalf of USL.

Allen and Andrew F.

Ngim make trading and investment decisions for USL.

Allen, Andrew F.

Ngim and Kevin Sheehan execute trades on behalf of USL.

In addition, Nicholas D.

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Allen, Kevin A.

Baum, Kathryn Rooney, Maya Lowry, and Ryan Katz are registered with

the CFTC as Associated Persons of USCF and are NFA Associate Members.

Love and Ray W.

Allen are also registered with the

CFTC as Swaps Associated Persons.

Baum, Kevin Sheehan, Kathryn Rooney, Maya Lowry, and Ryan Katz are registered with the CFTC as Associated Persons of USCF and are NFA Associate Members.

Love, Kevin A.

Baum, Kevin Sheehan and Ray W.

Allen are also registered with the CFTC as Swaps Associated Persons.

Audit Committee

The Board of USCF has an audit committee

which is made up of the three independent directors (Gordon L.

The Board of USCF has an audit committee which is made up of the three independent directors (Gordon L.

Ellis, Malcolm R.

Fobes III, and Peter M.

The audit committee

is governed by an audit committee charter that is posted on USL’s website at www.uscfinvestments.com.

Any shareholder of

USL may also obtain a printed copy of the audit committee charter, free of charge, by calling 1-800-920-0259.

The Board has determined

that each member of the audit committee meets the financial literacy requirements of the NYSE Arca and the audit committee charter.

The audit committee is governed by an audit committee charter that is posted on USL’s website at www.uscfinvestments.com.

Any shareholder of USL may also obtain a printed copy of the audit committee charter, free of charge, by calling 1-800-920-0259.

The Board has determined that each member of the audit committee meets the financial literacy requirements of the NYSE Arca and the audit committee charter.

The Board has further determined that each of Messrs.

Ellis and Fobes have accounting or related financial management expertise,

as required by the NYSE Arca, such that each of them is considered an “Audit Committee Financial Expert” as such term

is defined in Item 407(d)(5) of Regulation S-K.

Ellis and Fobes have accounting or related financial management expertise, as required by the NYSE Arca, such that each of them is considered an “Audit Committee Financial Expert” as such term is defined in Item 407(d)(5) of Regulation S-K.

Other Committees

Since the individuals who perform work

on behalf of USL are not compensated by USL, but instead by USCF, USL does not have a compensation committee.

Similarly, since

the directors noted above serve on the Board of USCF, there is no nominating committee of the Board that acts on behalf of USL.

Since the individuals who perform work on behalf of USL are not compensated by USL, but instead by USCF, USL does not have a compensation committee.

Similarly, since the directors noted above serve on the Board of USCF, there is no nominating committee of the Board that acts on behalf of USL.

USCF believes that it is necessary for each member of the Board to possess many qualities and skills.

USCF further believes that

all directors should possess a considerable amount of business management and educational experience.

When vacancies in USCF’s

Board occur, the members of the Board consider a candidate’s management experience as well as his/her background, stature,

conflicts of interest, integrity and ethics.

In connection with this, the Board also considers issues of diversity, such as diversity

of gender, race and national origin, education, professional experience and differences in viewpoints and skills.

The Board does

not have a formal policy with respect to diversity;

however, the Board believes that it is essential that the Board members represent

diverse viewpoints.

USCF further believes that all directors should possess a considerable amount of business management and educational experience.

When vacancies in USCF’s Board occur, the members of the Board consider a candidate’s management experience as well as his/her background, stature, conflicts of interest, integrity and ethics.

In connection with this, the Board also considers issues of diversity, such as diversity of gender, race and national origin, education, professional experience and differences in viewpoints and skills.

The Board does not have a formal policy with respect to diversity;

however, the Board believes that it is essential that the Board members represent diverse viewpoints.

Corporate Governance Policy

The Board of USCF has adopted a Corporate

Governance Policy that applies to USL and the Related Public Funds.

USL has posted the text of the Corporate Governance Policy

on its website at www.uscfinvestments.com.

Any shareholder of USL may also obtain a printed copy of the Corporate Governance Policy,

free of charge, by calling 1-800-920-0259.

The Board of USCF has adopted a Corporate Governance Policy that applies to USL and the Related Public Funds.

USL has posted the text of the Corporate Governance Policy on its website at www.uscfinvestments.com.

Any shareholder of USL may also obtain a printed copy of the Corporate Governance Policy, free of charge, by calling 1-800-920-0259.

Code of Ethics

USCF has adopted a Code of Business Conduct

and Ethics (the “Code of Ethics”) that applies to its principal executive officer, principal financial officer, principal

accounting officer or controller, or persons performing similar functions, and also to USL.

USL has posted the text of the Code

of Ethics on its website at www.uscfinvestments.com.

Any shareholder of USL may also obtain a printed copy of the Code of Ethics,

free of charge, by calling 1-800-920-0259.

USL intends to disclose any amendments or waivers to the Code of Ethics applicable to

USCF’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing

similar functions, on its website.

Executive Sessions of the Non-Management

In accordance with the Corporate Governance

Policy of USCF, the non-management directors of the Board (who are the same as the independent directors of the Board) meet separately

from the other directors in regularly scheduled executive sessions, without the presence of Management Directors or executive officers

USCF has adopted a Code of Business Conduct and Ethics (the “Code of Ethics”) that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, and also to USL.

USL has posted the text of the Code of Ethics on its website at www.uscfinvestments.com.

Any shareholder of USL may also obtain a printed copy of the Code of Ethics, free of charge, by calling 1-800-920-0259.

USL intends to disclose any amendments or waivers to the Code of Ethics applicable to USCF’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, on its website.

Executive Sessions of the Non-Management Directors

In accordance with the Corporate Governance Policy of USCF, the non-management directors of the Board (who are the same as the independent directors of the Board) meet separately from the other directors in regularly scheduled executive sessions, without the presence of Management Directors or executive officers of USCF.

The non-management directors have designated Gordon L.

Ellis to preside over each such executive session.

Interested parties

who wish to make their concerns known to the non-management directors may communicate directly with Mr.

Ellis by writing to 475

Milan Drive, No.

Interested parties who wish to make their concerns known to the non-management directors may communicate directly with Mr.

Ellis by writing to 475 Milan Drive, No.

103, San Jose, CA 95134-2453 or by e-mail at uscf.director@gmail.com.

Board Leadership Structure and Role

in Risk Oversight

The Board of USCF is led by a Chairman,

Board Leadership Structure and Role in Risk Oversight

The Board of USCF is led by a Chairman, Mr.

Love, who also serves as USCF’s President and Chief Executive Officer.

The Board’s responsibilities include:

(i) the selection, evaluation, retention and succession of the Chief Executive Officer and the oversight of the selection and performance

of other executive officers, (ii) understanding, reviewing and monitoring the implementation of strategic plans, annual operating

plans and budgets, (iii) the selection and oversight of USL’s independent auditors and the oversight of USL’s financial

statements, (iv) advising management on significant issues, (v) the review and approval of significant company actions and certain

other matters, (vi) nominating directors and committee members and overseeing effective corporate governance and (vii) the consideration

of other constituencies, such as USCF’s and USL’s customers, employees, suppliers and the communities impacted by USL.

(i) the selection, evaluation, retention and succession of the Chief Executive Officer and the oversight of the selection and performance of other executive officers, (ii) understanding, reviewing and monitoring the implementation of strategic plans, annual operating plans and budgets, (iii) the selection and oversight of USL’s independent auditors and the oversight of USL’s financial statements, (iv) advising management on significant

issues, (v) the review and approval of significant company actions and certain other matters, (vi) nominating directors and committee members and overseeing effective corporate governance and (vii) the consideration of other constituencies, such as USCF’s and USL’s customers, employees, suppliers and the communities impacted by USL.

The non-management directors have designated Gordon L.

Ellis as the presiding independent director.

Ellis’ role as the

presiding independent director includes presiding over each executive session of the non-management directors, facilitating communications

by shareholders and employees with the non-management directors and may also include representing the non-management directors

with respect to certain matters as to which the views of the non-management directors are sought pursuant to USL’s Corporate

Governance Policy.

Ellis’ role as the presiding independent director includes presiding over each executive session of the non-management directors, facilitating communications by shareholders and employees with the non-management directors and may also include representing the non-management directors with respect to certain matters as to which the views of the non-management directors are sought pursuant to USL’s Corporate Governance Policy.

The Board believes that Mr.

situated to serve as Chairman of USCF because he is the director most familiar with the business of USCF as the President and CEO

Because of his background, he is most capable of effectively leading discussions and execution of new strategic objectives

while facilitating information flow between USCF and the full Board, including the independent directors, which is essential to

effective governance.

The independent directors of USCF are actively involved in the oversight of USCF and, because of their varied

backgrounds, provide different perspectives in connection with the oversight of USCF, USL and the Related Public Funds.

independent directors bring expertise from outside USCF and the commodities industry, while Mr.

Love brings company-specific and

industry-specific experience and expertise.

Love is best situated to serve as Chairman of USCF because he is the director most familiar with the business of USCF as the President and CEO of USCF.

Because of his background, he is most capable of effectively leading discussions and execution of new strategic objectives while facilitating information flow between USCF and the full Board, including the independent directors, which is essential to effective governance.

The independent directors of USCF are actively involved in the oversight of USCF and, because of their varied backgrounds, provide different perspectives in connection with the oversight of USCF, USL and the Related Public Funds.

USCF’s independent directors bring expertise from outside USCF and the commodities industry, while Mr.

Love brings company-specific and industry-specific experience and expertise.

Risk Management

The full Board is actively involved in

overseeing the management and operation of USCF, including oversight of the risks that face USL and the Related Public Funds.

example, the Board has adopted an Investment Policy and a Policy for Use of Derivatives.

The policies are intended to ensure that

USCF takes prudent and careful action while entering into and managing investments taken by USL, including Oil Futures Contracts

or Other Oil-Related Investments such as OTC swap contracts.

Additionally, the policies are intended to provide assurance that

there is sufficient flexibility in controlling risks and returns associated with the use of investments by USL.

The policies, among

other things, limit USL’s ability to have too high of a concentration of its assets in non-exchange traded futures contracts

or cleared swap contracts or concentrating its investments in too few counterparties, absent prior approval from the Board.

counterparties are reviewed periodically by the Board to ensure that they continue to meet the criteria outlined in the policies.

The Board tasks USCF with assessing risks, including market risk, credit risk, liquidity risk, cash flow risk, basis risk, legal

and tax risk, settlement risk, and operational risk.

There are certain risks that may arise

as a result of a growth in assets under management.

For example, if position limits are imposed on USL and the assets under management

continue to increase, then USL may not be able to invest solely in the Benchmark Oil Futures Contracts and may have to invest in

OTC swap contracts or Other Oil-Related Investments as it seeks to track its benchmark.

Other Oil Futures Contracts in which USL

may invest may not track changes in the price of the Benchmark Oil Futures Contracts.

Other Oil-Related Investments, including

OTC swap contracts, may also expose USL to increased counterparty credit risk and may be less liquid and more difficult to value

than Oil Futures Contracts.

USL and the Related Public Funds ameliorate the potential credit, liquidity and valuation risks by

fully collateralizing any OTC swap contracts or other investments.

The full Board is actively involved in overseeing the management and operation of USCF, including oversight of the risks that face USL and the Related Public Funds.

For example, the Board has adopted an Investment Policy and a Policy for Use of Derivatives.

The policies are intended to ensure that USCF takes prudent and careful action while entering into and managing investments taken by USL, including Oil Futures Contracts and Other Oil-Related Investments such as OTC swap contracts.

Additionally, the policies are intended to provide assurance that there is sufficient flexibility in controlling risks and returns associated with the use of investments by USL.

The policies, among other things, limit USL’s ability to have too high of a concentration of its assets in non-exchange traded futures contracts or cleared swap contracts or concentrating its investments in too few counterparties, absent prior approval from the Board.

Existing counterparties are reviewed periodically by the Board to ensure that they continue to meet the criteria outlined in the policies.

The Board tasks USCF with assessing risks, including market risk, credit risk, liquidity risk, cash flow risk, basis risk, legal and tax risk, settlement risk, and operational risk.

There are certain risks that may arise as a result of a growth in assets under management.

For example, if position limits are imposed on USL and the assets under management continue to increase, then USL may not be able to invest solely in the Benchmark Oil Futures Contracts and may have to invest in OTC swap contracts or Other Oil-Related Investments as it seeks to track its benchmark.

Other Oil Futures Contracts in which USL may invest may not track changes in the price of the Benchmark Oil Futures Contracts.

Other Oil-Related Investments, including OTC swap contracts, may also expose USL to increased counterparty credit risk and may be less liquid and more difficult to value than Oil Futures Contracts.

USL and the Related Public Funds ameliorate the potential credit, liquidity and valuation risks by fully collateralizing any OTC swap contracts or other investments.

Other Information

In addition to the certifications of the

Chief Executive Officer and Chief Financial Officer of USCF filed or furnished with this annual report on Form 10-K regarding the

quality of USL’s public disclosure, USL will submit, within 30 days after filing this annual report on Form 10-K, to the

NYSE Arca a certification of the Chief Executive Officer of USCF certifying that he is not aware of any violation by USL of NYSE

Arca corporate governance listing standards.

Section 16(a) Beneficial Ownership Reporting

Section 16(a) of the Exchange Act requires

directors and executive officers of USCF and persons who are beneficial owners of at least 10% of USL’s shares to file with

the SEC an Initial Statement of Beneficial Ownership of Securities on Form 3 within 10 calendar days of first becoming a director,

executive officer or beneficial owner of at least 10% of USL’s shares and a Statement of Changes of Beneficial Ownership

of Securities on Form 4 within 2 business days of a subsequent acquisition or disposition of shares of USL.

To USL’s knowledge,

based upon a review of copies of reports furnished to it with respect to the fiscal year ended December 31, 2019 and upon the written

representations of the directors and executive officers of USCF, all of such persons have filed all required reports.

In addition to the certifications of the Chief Executive Officer and Chief Financial Officer of USCF filed or furnished with this annual report on Form 10-K regarding the quality of USL’s public disclosure, USL will submit, within 30 days after filing this annual report on Form 10-K, to the NYSE Arca a certification of the Chief Executive Officer of USCF certifying that he is not aware of any violation by USL of NYSE Arca corporate governance listing standards.

Executive Compensation.

Compensation to USCF and Other Compensation

USL does not directly compensate any of

the executive officers noted above.

The executive officers noted above are compensated by USCF for the work they perform on behalf

of USL and other entities controlled by USCF.

USL does not reimburse USCF for, nor does it set the amount or form of any portion

of, the compensation paid to the executive officers by USCF.

USL pays fees to USCF pursuant to the LP Agreement under which it

is obligated to pay USCF an annualized fee of 0.60% of average daily total net assets.

For 2019, USL accrued aggregate management

fees of $337,314.

USL does not directly compensate any of the executive officers noted above.

The executive officers noted above are compensated by USCF for the work they perform on behalf of USL and other entities controlled by USCF.

reimburse USCF for, nor does it set the amount or form of any portion of, the compensation paid to the executive officers by USCF.

USL pays fees to USCF pursuant to the LP Agreement under which it is obligated to pay USCF an annualized fee of 0.60% of average daily total net assets.

For 2020, USL accrued aggregate management fees of $1,080,769.

Director Compensation

The following table sets forth compensation

earned during the year ended December 31, 2019, by the directors of USCF.

USL’s portion of the aggregate fees paid for director’s

fees and insurance for the year ended December 31, 2019 was $13,028.

The following table sets forth compensation earned during the year ended December 31, 2020, by the directors of USCF.

USL’s portion of the aggregate fees paid for director’s fees and insurance for the year ended December 31, 2020 was $17,435.

Pension Value

Incentive Plan

3 unchanged sentences

Fobes III (1)

Fobes serves as chairman of the audit committee of USCF and receives additional compensation

from USCF, in recognition of the additional responsibilities he has undertaken in this

Security Ownership of Certain Beneficial Owners

and Management and Related Stockholder Matters.

None of the directors or executive officers

of USCF own any shares of USL.

In addition, USL is not aware of any 5% holder of its shares.

Certain Relationships and Related Transactions,

and Director Independence.

Fobes serves as chairman of the audit committee of USCF and receives additional compensation from USCF, in recognition of the additional responsibilities he has undertaken in this role.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

None of the directors or executive officers of USCF own any shares of USL.

In addition, USL is not aware of any 5% holder of its shares as of February 10, 2021.

Certain Relationships and Related Transactions, and Director Independence.

Certain Relationships and Related Transactions

USL has and will continue to have certain

relationships with USCF and its affiliates.

However, there have been no direct financial transactions between USL and the directors

or officers of USCF that have not been disclosed herein.

USL has and will continue to have certain relationships with USCF and its affiliates.

However, there have been no direct financial transactions between USL and the directors or officers of USCF that have not been disclosed herein.

See “Item 11.

Executive Compensation” and “Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” Any transaction with

a related person that must be disclosed in accordance with SEC Regulation S-K item 404(a), including financial transactions by

USL with directors or executive officers of USCF or holders of beneficial interests in USCF or USL of more than 5%, will be subject

to the provisions regarding “Resolutions of Conflicts of Interest;

Standard of Care” as set forth in Section

7.7 of the LP Agreement and will be reviewed and approved by the audit committee of the Board of USCF.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.” Any transaction with a related person that must be disclosed in accordance with SEC Regulation S-K item 404(a), including financial transactions by USL with directors or executive officers of USCF or holders of beneficial interests in USCF or USL of more than 5%, will be subject to the provisions regarding “Resolutions of Conflicts of Interest;

Standard of Care” as set forth in Section 7.7 of the LP Agreement and will be reviewed and approved by the audit committee of the Board of USCF.

Director Independence

In February 2019, the Board undertook a

review of the independence of the directors of USCF and considered whether any director has a material relationship or other arrangement

with USCF, USL or the Related Public Funds that could compromise his ability to exercise independent judgment in carrying out his

responsibilities.

In February 2019, the Board undertook a review of the independence of the directors of USCF and considered whether any director has a material relationship or other arrangement with USCF, USL or the Related Public Funds that could compromise his ability to exercise independent judgment in carrying out his responsibilities.

As a result of this review, the Board determined that each of Messrs.

Fobes, Ellis and Robinson is an “independent

director,” as defined under the rules of NYSE Arca.

Fobes, Ellis and Robinson is an “independent director,” as defined under the rules of NYSE Arca.

Principal Accountant Fees and Services.

The fees for services billed to USL by

its independent auditors for the last two fiscal years are as follows:

The fees for services billed to USL by its independent auditors for the last two fiscal years are as follows:

Audit-related fees

All other fees

Audit fees consist of fees paid to Spicer

Jeffries LLP for (i) the audit of USL’s annual financial statements included in the annual report on Form 10-K, and review

of financial statements included in the quarterly reports on Form 10-Q and certain of USL’s current reports on Form 8-K;

Audit fees consist of fees paid to Spicer Jeffries LLP for (i) the audit of USL’s annual financial statements included in the annual report on Form 10-K, and review of financial statements included in the quarterly reports on Form 10-Q and certain of USL’s current reports on Form 8-K;

(ii) the audit of USL’s internal control over financial reporting included in the annual report on Form 10-K;

and (iii) services

that are normally provided by the Independent Registered Public Accountants in connection with statutory and regulatory filings

of registration statements.

Tax fees consist of fees paid to Spicer

Jeffries LLP for professional services rendered in connection with tax compliance and partnership income tax return filings.

The audit committee has established policies

and procedures which are intended to control the services provided by USL’s independent auditors and to monitor their continuing

independence.

Under these policies and procedures, no audit or permitted non-audit services (including fees and terms thereof),

except for the de minimis exceptions for non-audit services described in Section 10A(i)(1)(B) of the Exchange Act, may be

undertaken by USL’s independent auditors unless the engagement is specifically pre-approved by the audit committee.

committee may form and delegate authority to subcommittees consisting of one or more members when appropriate, including the authority

to grant pre-approvals of audit and permitted non-audit services, provided that decisions of such subcommittee to grant pre-approvals

must be presented to the full audit committee at its next scheduled meeting.

and (iii) services that are normally provided by the Independent Registered Public Accountants in connection with statutory and regulatory filings of registration statements.

Tax fees consist of fees paid to Spicer Jeffries LLP for professional services rendered in connection with tax compliance and partnership income tax return filings.

The audit committee has established policies and procedures which are intended to control the services provided by USL’s independent auditors and to monitor their continuing independence.

Under these policies and procedures, no audit or permitted non-audit services (including fees and terms thereof), except for the de minimis exceptions for non-audit services described in Section 10A(i)(1)(B) of the Exchange Act, may be undertaken by USL’s independent auditors unless the engagement is specifically pre-approved by the audit committee.

The audit committee may form and delegate authority to subcommittees consisting of one or more members when appropriate, including the authority to grant pre-approvals of audit and permitted non-audit services, provided that decisions of such subcommittee to grant pre-approvals must be presented to the full audit committee at its next scheduled meeting.

Exhibits and Financial Statement Schedules.

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Exhibit Index

Listed below are the exhibits which are

filed or furnished as part of this annual report on Form 10-K (according to the number assigned to them in Item 601 of Regulation

Listed below are the exhibits which are filed or furnished as part of this annual report on Form 10-K (according to the number assigned to them in Item 601 of Regulation S-K):

Description of Document

11 unchanged sentences

Third Amendment to License Agreement between United States Commodity Funds LLC and New York Mercantile Exchange, Inc.

Custodian Agreement.

Amendment Agreement to the Custodian Agreement.

Amendment No.

2 to the Custodian Agreement.

Administrative Agency Agreement.

Amendment Agreement to the Administrative Agency Agreement.

Amendment No.

2 to the Administrative Agency Agreement.

Form of Custody Agreement with The Bank of New York Mellon.

Form of Transfer Agency and Service Agreement with The Bank of New York Mellon.

Form of Fund Administration and Accounting Agreement with Administrative Agency Agreement with The Bank of New York Mellon.

Form of Futures and Cleared Derivatives Transactions Customer Account Agreement with RBC Capital Markets LLC.

Form of Commodity Futures Customer Agreement with RCG Division of Marex Spectron.

Form of Customer Agreement with E D & F Man Capital Markets Inc.

Form of Customer Agreement with Macquarie Futures USA LLC.

Consent of Independent Registered Public Accounting Firm.

11 unchanged sentences

333-144348) filed on July 5, 2007.

(2) Incorporated by reference to Registrant’s Annual Report on Form 10-K for the Year ended December

31, 2012, filed on March 13, 2013.

(3) Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the Quarter ended

September 30, 2009, filed on November 16, 2009.

(4) Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the Quarter ended

June 30, 2012, filed on August 9, 2012.

(5) Incorporated by reference to Registrant’s Annual Report on Form 10-K for the Year ended December

31, 2007, filed on March 26, 2008.

Incorporated by reference to Registrant’s Annual Report on Form 10-K for the Year ended December 31, 2012, filed on March 13, 2013.

Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the Quarter ended September 30, 2009, filed on November 16, 2009.

Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the Quarter ended June 30, 2012, filed on August 9, 2012.

Incorporated by reference to Registrant’s Annual Report on Form 10-K for the Year ended December 31, 2007, filed on March 26, 2008.

Incorporated by reference to the Registrant’s Current Report on Form 8-K, filed on October 24, 2011.

(7) Incorporated by reference to Registrant’s Annual Report on Form 10-K for the Year ended December

31, 2008, filed on March 31, 2009.

(8) Incorporated by reference to Registrant’s Annual Report on Form 10-K for the Year ended December

31, 2015, filed on March 11, 2016.

Incorporated by reference to Registrant’s Current Report on Form 8-K, filed on December 15, 2017.

Incorporated by reference to Registrant’s Post-Effective Amendment No.

2 to Form S-q (File

2 to Form S-q (File No.

333-195437), filed on March 31, 2016.

Incorporated by reference to Registrant's Current Report on Form 8-K, filed on October 10, 2013.

Incorporated by reference to Registrant's Current Report on Form 8-K, filed on March 30, 2020

Incorporated by reference to Registrant's Current Report on Form 8-K, filed on May 29, 2020.

Incorporated by reference to Registrant's Current Report on Form 8-K, filed on June 15, 2020.

Incorporated by reference to Registrant's Current Report on Form 8-K, filed on December 7, 2020.

Incorporated by reference to Registrant's Annual Report on Form 10-K for the year ended December 31, 2019, filed on March 13, 2020.

Filed herewith.

Pursuant to the requirements

of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf

by the undersigned thereunto duly authorized.

United States 12 Month Oil Fund, LP

United States Commodity Funds LLC,

its general partner

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

United States 12 Month Oil Fund, LP (Registrant)

United States Commodity Funds LLC, its general partner

President and Chief Executive Officer

(Principal executive officer)

March 13, 2020

February 26, 2021

/s/ Stuart P.

1 unchanged sentence

(Principal financial and accounting officer)

March 13, 2020

February 26, 2021

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated.

2 unchanged sentences

Management Director

March 13, 2020

February 26, 2021

Management Director

March 13, 2020

February 26, 2021

/s/ Andrew F Ngim

Management Director

March 13, 2020

February 26, 2021

Andrew F Ngim

1 unchanged sentence

Management Director

March 13, 2020

February 26, 2021

Independent Director

March 13, 2020

February 26, 2021

/s/ Gordon L.

Independent Director

March 13, 2020

February 26, 2021

/s/ Malcolm R.

Independent Director

March 13, 2020

February 26, 2021

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures