SRV / NXG Cushing Midstream Energy Fund - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

NXG Cushing Midstream Energy Fund
US ˙ NYSE ˙ US2316313004

Mga Batayang Estadistika
LEI 5493006NXITDSHOHUT03
CIK 1400897
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to NXG Cushing Midstream Energy Fund
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
April 23, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

April 23, 2025 CORRESP

Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP April 23, 2025

Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP April 23, 2025 U.S. Securities and Exchange Commission 100 F Street NE Washington DC 20549 Attn: Tara Varghese and Eileen Smiley RE: Preliminary Proxy Statements, filed on March 10, 2025 by NXG Cushing® Midstream Energy Fund (File No. 811-22072) and NXG NextGen Infrastructure Income Fund (File No. 811-22499) Dear Ms. Varghese: Thank you for yo

March 28, 2025 CORRESP

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP]

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] March 28, 2025 U.S. Securities and Exchange Commission 100 F Street NE Washington DC 20549 Attn: Eileen Smiley RE: Preliminary Proxy Statements, filed on March 10, 2025 by NXG Cushing® Midstream Energy Fund (File No. 811-22072) and NXG NextGen Infrastructure Income Fund (File No. 811-22499) Dear Ms. Smiley: Thank you for your supplemental te

March 25, 2025 CORRESP

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP]

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] March 25, 2025 U.S. Securities and Exchange Commission 100 F Street NE Washington DC 20549 Attn: Eileen Smiley RE: Preliminary Proxy Statements, filed on March 10, 2025 by NXG Cushing® Midstream Energy Fund (File No. 811-22072) and NXG NextGen Infrastructure Income Fund (File No. 811-22499) Dear Ms. Smiley: Thank you for your supplemental te

March 18, 2025 CORRESP

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] March 18, 2025

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] March 18, 2025 U.S. Securities and Exchange Commission 100 F Street NE Washington DC 20549 Attn: Eileen Smiley RE: Preliminary Proxy Statements, filed on March 10, 2025 by NXG Cushing® Midstream Energy Fund (File No. 811-22072) and NXG NextGen Infrastructure Income Fund (File No. 811-22499) Dear Ms. Smiley: Thank you for your telephonic comm

March 10, 2025 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

January 23, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) January 23, 2025 (January 23, 2025) NXG Cushing® Midstream Energy Fund (Exact name of registrant as specified in its charter) Delaware 811-22072 35-2303963 (State or other jurisdiction

January 14, 2025 8-K

Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) January 14, 2025 (January 13, 2025) NXG Cushing® Midstream Energy Fund (Exact name of registrant as specified in its charter) Delaware 811-22072 35-2303963 (State or other jurisdiction

January 14, 2025 EX-1.2

AMENDED AND RESTATED SUB-PLACEMENT AGENT AGREEMENT Foreside Fund Services, LLC Three Canal Plaza, Suite 100 Portland, Maine 04101

AMENDED AND RESTATED SUB-PLACEMENT AGENT AGREEMENT Foreside Fund Services, LLC Three Canal Plaza, Suite 100 Portland, Maine 04101 January 13, 2025 UBS Securities LLC 1285 Avenue of the Americas New York, New York 10019 RE: At-the-Market Offerings by NXG Cushing® Midstream Energy Fund Ladies and Gentlemen: From time to time Foreside Fund Services, LLC (the “Distributor,” “we” or “us”) will act as manager of registered at-the-market offerings by NXG Cushing® Midstream Energy Fund, a Delaware statutory trust (the “Fund”), of up to 745,000 common shares (the “Shares”) of beneficial interest, $0.

January 14, 2025 424B2

NXG Cushing® Midstream Energy Fund Up to 745,000 Common Shares

Filed pursuant to Rule 424(B)(2) File No. 333-273954 PROSPECTUS SUPPLEMENT (to Prospectus dated November 13, 2023) NXG Cushing® Midstream Energy Fund Up to 745,000 Common Shares Investment Objective. NXG Cushing® Midstream Energy Fund (the “Fund”) is a non-diversified, closed-end management investment company. The Fund’s investment objective is to obtain a high after-tax total return from a combin

January 14, 2025 EX-1.1

AMENDED AND RESTATED DISTRIBUTION AGREEMENT

AMENDED AND RESTATED DISTRIBUTION AGREEMENT This AMENDED AND RESTATED DISTRIBUTION AGREEMENT (this “Agreement”) made as of January 13, 2025 by and between NXG Cushing® Midstream Energy Fund, a Delaware statutory trust (the “Fund”), and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”).

January 3, 2025 EX-99.A

Joint Filing Agreement

EX-99.A 2 sit241346ex-a.htm JOINT FILING AGREEMENT EXHIBIT A Joint Filing Agreement The undersigned agree that the statement on this Schedule 13G with respect to the common stock of NXG Cushing Midstream Energy Fund is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of them pursuant to and in accordance with the

October 24, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 24, 2024 (October 23, 2024) NXG Cushing® Midstream Energy Fund (Exact name of registrant as specified in its charter) Delaware 811-22072 35-2303963 (State or other jurisdiction

October 24, 2024 424B2

1,004,176 Common Shares NXG Cushing® Midstream Energy Fund Issuable Upon Exercise of Transferrable Rights to Subscribe for Common Shares

PROSPECTUS SUPPLEMENT (to Prospectus dated November 13, 2023) 1,004,176 Common Shares NXG Cushing® Midstream Energy Fund Issuable Upon Exercise of Transferrable Rights to Subscribe for Common Shares NXG Cushing® Midstream Energy Fund (the “Fund”) is a non-diversified, closed-end management investment company.

October 24, 2024 EX-10.2

BASE FEE INVOICE FOR INFORMATION AGENT SERVICES NXG Cushing Midstream Energy Fund

October 10, 2024 NXG Cushing Midstream Energy Fund 600 N. Pearl Street Suite 1205 Dallas TX 75201 Attn: Blake Nelson RE: NXG Cushing Midstream Energy Fund (SRV) – Rights Offer Dear Mr. Nelson: This will serve as the Agreement between EQ Fund Solutions, LLC (“EQ Fund Solutions”) and NXG Cushing Midstream Energy Fund (the “Client”), pursuant to which EQ Fund Solutions will serve the Client as Inform

October 24, 2024 EX-99.1

NOTICE OF GUARANTEED DELIVERY For Common Shares of NXG Cushing® Midstream Energy Fund Subscribed for under the Primary Subscription and Pursuant to the Over-Subscription Privilege

NOTICE OF GUARANTEED DELIVERY For Common Shares of NXG Cushing® Midstream Energy Fund Subscribed for under the Primary Subscription and Pursuant to the Over-Subscription Privilege As set forth in the Prospectus Supplement, dated October 23, 2024, and the accompanying Prospectus, dated November 13, 2023 (collectively, the “Prospectus”), this form or one substantially equivalent hereto may be used as a means of effecting subscription and payment for all of the Fund’s common shares of beneficial interest, par value $0.

October 24, 2024 EX-99.2

THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH IN THE COMPANY’S PROSPECTUS SUPPLEMENT DATED OCTOBER 23, 2024 AND ACCOMPANYING PROSPECTUS (TOGETHER, THE “PROSPECTUS”) AND ARE INCORPORATED HEREIN BY REFERENCE. COPIES OF THE PROSPECTUS AR

RIGHTS CERTIFICATE #: NUMBER OF RIGHTS THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH IN THE COMPANY’S PROSPECTUS SUPPLEMENT DATED OCTOBER 23, 2024 AND ACCOMPANYING PROSPECTUS (TOGETHER, THE “PROSPECTUS”) AND ARE INCORPORATED HEREIN BY REFERENCE.

October 24, 2024 EX-1.1

NXG Cushing® Midstream Energy Fund 1,004,176 Shares of Beneficial Interest Issuable Upon Exercise of Transferable Rights to Subscribe for Such Shares DEALER MANAGER AGREEMENT

NXG Cushing® Midstream Energy Fund 1,004,176 Shares of Beneficial Interest Issuable Upon Exercise of Transferable Rights to Subscribe for Such Shares DEALER MANAGER AGREEMENT New York, New York October 23, 2024 UBS Investment Bank 11 Madison Avenue New York, New York 10010 Ladies and Gentlemen: Each of NXG Cushing® Midstream Energy Fund, a Delaware statutory trust (the “Fund”), and Cushing Asset M

October 24, 2024 EX-10.1

SUBSCRIPTION AGENT AGREEMENT

SUBSCRIPTION AGENT AGREEMENT This SUBSCRIPTION AGENT AGREEMENT (this “Agreement”) is entered into as of October 23, 2024, by and between Equiniti Trust Company, LLC (the “Subscription Agent”) and NXG Cushing Midstream Energy Fund (the “Fund”).

October 15, 2024 POS EX

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2

As filed with the Securities and Exchange Commission on October 15, 2024 Securities Act File No.

October 15, 2024 EX-99.25

Consent of Independent Registered Public Accounting Firm

Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference of our report dated January 29, 2024, with respect to the financial statements and financial highlights of NXG Cushing Midstream Energy Fund included in the Annual Report to Shareholders (Form N-CSR) for the year ended November 30, 2023, into this Registration Statement (Form N-2, File No.

May 21, 2024 EX-1.2

SUB-PLACEMENT AGENT AGREEMENT Foreside Fund Services, LLC Three Canal Plaza, Suite 100 Portland, Maine 04101

SUB-PLACEMENT AGENT AGREEMENT Foreside Fund Services, LLC Three Canal Plaza, Suite 100 Portland, Maine 04101 May 17, 2024 UBS Securities LLC 1285 Avenue of the Americas New York, New York 10019 RE: At-the-Market Offerings by NXG Cushing® Midstream Energy Fund Ladies and Gentlemen: From time to time Foreside Fund Services, LLC (the “Distributor,” “we” or “us”) will act as manager of registered at-the-market offerings by NXG Cushing® Midstream Energy Fund, a Delaware statutory trust (the “Fund”), of up to 175,000 common shares (the “Shares”) of beneficial interest, $0.

May 21, 2024 EX-1.1

DISTRIBUTION AGREEMENT

DISTRIBUTION AGREEMENT This DISTRIBUTION AGREEMENT (this “Agreement”) made as of May 17, 2024 by and between NXG Cushing® Midstream Energy Fund, a Delaware statutory trust (the “Fund”), and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”).

May 21, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) May 20, 2024 (May 17, 2024) NXG Cushing® Midstream Energy Fund (Exact name of registrant as specified in its charter) Delaware 811-22072 35-2303963 (State or other jurisdiction of inco

May 17, 2024 424B2

NXG Cushing® Midstream Energy Fund Up to 175,000 Common Shares

Filed pursuant to Rule 424(B)(2) File No. 333-273954 PROSPECTUS SUPPLEMENT (to Prospectus dated November 13, 2023) NXG Cushing® Midstream Energy Fund Up to 175,000 Common Shares Investment Objective. NXG Cushing® Midstream Energy Fund (the “Fund”) is a non-diversified, closed-end management investment company. The Fund’s investment objective is to obtain a high after-tax total return from a combin

May 8, 2024 DEFR14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1 )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1 ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2

April 19, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

November 22, 2023 424B2

728,317 Common Shares NXG Cushing® Midstream Energy Fund Issuable Upon Exercise of Transferrable Rights to Subscribe for Common Shares

PROSPECTUS SUPPLEMENT (to Prospectus dated November 13, 2023) 728,317 Common Shares NXG Cushing® Midstream Energy Fund Issuable Upon Exercise of Transferrable Rights to Subscribe for Common Shares NXG Cushing® Midstream Energy Fund (formerly, The Cushing® MLP & Infrastructure Total Return Fund) (the “Fund”) is a non-diversified, closed-end management investment company.

November 22, 2023 EX-10.2

EQ Funds Solutions, LLC • 48 Wall Street, 22nd. Floor, New York, NY 10005 • Tel: 212.400.2612 • www.EQfundsolutions.com

October 3, 2023 NXG Cushing Midstream Energy Fund 600 N. Pearl Street Suite 1205 Dallas TX 75201 Attn: Blake Nelson RE: NXG Cushing Midstream Energy Fund (SRV) – Rights Offer Dear Mr. Maltese: This will serve as the Agreement between EQ Fund Solutions, LLC (“EQ Fund Solutions”) and Neuberger Berman Real Estate Securities Fund (the “Client”), pursuant to which EQ Fund Solutions will serve the Clien

November 22, 2023 EX-10.1

SUBSCRIPTION AGENT AGREEMENT

SUBSCRIPTION AGENT AGREEMENT This SUBSCRIPTION AGENT AGREEMENT (this “Agreement”) is entered into as of November 21, 2023, by and between Equiniti Trust Company, LLC (the “Subscription Agent”) and NXG Cushing Midstream Energy Fund (the “Fund”).

November 22, 2023 EX-1.1

NXG Cushing® Midstream Energy Fund 728,317 Shares of Beneficial Interest Issuable Upon Exercise of Transferable Rights to Subscribe for Such Shares DEALER MANAGER AGREEMENT

NXG Cushing® Midstream Energy Fund 728,317 Shares of Beneficial Interest Issuable Upon Exercise of Transferable Rights to Subscribe for Such Shares DEALER MANAGER AGREEMENT New York, New York November 21, 2023 UBS Securities LLC 1285 Avenue of the Americas New York, New York 10019 Ladies and Gentlemen: Each of NXG Cushing® Midstream Energy Fund (formerly, The Cushing® MLP & Infrastructure Total Re

November 22, 2023 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) November 22, 2023 (November 21, 2023) NXG Cushing® Midstream Energy Fund (Exact name of registrant as specified in its charter) Delaware 811-22072 35-2303963 (State or other jurisdicti

November 22, 2023 EX-99.1

NOTICE OF GUARANTEED DELIVERY For Common Shares of NXG Cushing® Midstream Energy Fund Subscribed for under the Primary Subscription and Pursuant to the Over-Subscription Privilege

NOTICE OF GUARANTEED DELIVERY For Common Shares of NXG Cushing® Midstream Energy Fund Subscribed for under the Primary Subscription and Pursuant to the Over-Subscription Privilege As set forth in the Prospectus Supplement, dated November 21, 2023, and the accompanying Prospectus, dated November 13, 2023 (collectively, the “Prospectus”), this form or one substantially equivalent hereto may be used as a means of effecting subscription and payment for all of the Fund’s common shares of beneficial interest, par value $0.

November 22, 2023 EX-99.2

THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH IN THE FUND'S PROSPECTUS SUPPLEMENT DATED NOVEMBER 21, 2023 AND THE ACCOMPANYING PROSPECTUS DATED NOVEMBER 13, 2023 (TOGETHER, THE "PROSPECTUS") AND ARE INCORPORATED HEREIN BY REFERENCE. C

RIGHTS CERTIFICATE #: NUMBER OF RIGHTS THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH IN THE FUND'S PROSPECTUS SUPPLEMENT DATED NOVEMBER 21, 2023 AND THE ACCOMPANYING PROSPECTUS DATED NOVEMBER 13, 2023 (TOGETHER, THE "PROSPECTUS") AND ARE INCORPORATED HEREIN BY REFERENCE.

November 7, 2023 CORRESP

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] November 7, 2023

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] November 7, 2023 Kimberly Browning Megan Miller United States Securities and Exchange Commission 100 F Street, NE Washington, D.

October 26, 2023 CORRESP

October 26, 2023

October 26, 2023 Kimberly Browning Megan Miller United States Securities and Exchange Commission 100 F Street, NE Washington, D.

October 11, 2023 CORRESP

[NXG Letterhead]

[NXG Letterhead] October 11, 2023 U.S. Securities and Exchange Commission 100 F Street N.E. Washington DC 20549 Attn: John Kernan RE: NXG Cushing Midstream Energy Fund (811-22072) and NXG NextGen Infrastructure Income Fund (811-22611) Dear Mr. Kernan: Thank you for your telephonic comments, provided to Skadden, Arps, Slate, Meagher & Flom LLP, as fund counsel, on September 29, 2023, concerning the

September 26, 2023 CORRESP

September 26, 2023

September 26, 2023 Kimberly Browning Megan Miller United States Securities and Exchange Commission 100 F Street, NE Washington, D.

August 14, 2023 DEL AM

NXG CUSHING® MIDSTREAM ENERGY FUND 600 N Pearl St., Suite 1205 Dallas, Texas 75201 August 14, 2023

NXG CUSHING® MIDSTREAM ENERGY FUND 600 N Pearl St., Suite 1205 Dallas, Texas 75201 August 14, 2023 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 RE: NXG Cushing Midstream Energy Fund Registration Statement on Form N-2 File No. 333-273954 Ladies and Gentlemen: Reference is made to the Registration Statement on Form N-2 (File No. 333-273954) filed by NXG Cushing Midstream

April 21, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

April 17, 2023 SC 13D/A

SRV / NXG Cushing Midstream Energy Fund / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.4)* The Cushing MLP & Infrastructure Total Return Fund (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 231631300 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Michae

April 3, 2023 SC 13D/A

SRV / NXG Cushing Midstream Energy Fund / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.3)* The Cushing MLP & Infrastructure Total Return Fund (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 231631300 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Michae

March 29, 2023 SC 13D/A

SRV / NXG Cushing Midstream Energy Fund / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.2)* The Cushing MLP & Infrastructure Total Return Fund (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 231631300 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Michae

March 2, 2023 SC 13D/A

SRV / NXG Cushing Midstream Energy Fund / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.1)* The Cushing MLP & Infrastructure Total Return Fund (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 231631300 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Michae

May 6, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 cushing-defa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITATION MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Co-Registrants ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Co

April 28, 2022 DEFR14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

DEFR14A 1 cushing-defr14a.htm REVISED DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Co-Registrants ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for U

April 26, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

DEF 14A 1 cushing-def14a.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Co-Registrants ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the

April 22, 2022 NPORT-EX

February 28, 2022

Cushing MLP & Infrastructure Total Return Fund SCHEDULE OF INVESTMENTS (Unaudited) February 28, 2022 Fair Common Stock - 64.

October 29, 2021 NPORT-EX

August 31, 2021

Cushing MLP & Infrastructure Total Return Fund SCHEDULE OF INVESTMENTS (Unaudited) August 31, 2021 Fair Common Stock - 68.

September 15, 2021 SC 13D

SRV / Cushing MLP Total Return Fund (The) / Saba Capital Management, L.P. - FORM SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* The Cushing MLP & Infrastructure Total Return Fund (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 231631300 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Michael

September 13, 2021 SC 13G

SRV / Cushing MLP Total Return Fund (The) / Saba Capital Management, L.P. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No )* The Cushing MLP & Infrastructure Total Return Fund (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 231631300 (CUSIP Number) September 3, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box t

April 29, 2021 NPORT-EX

February 28, 2021

Cushing MLP & Infrastructure Total Return Fund SCHEDULE OF INVESTMENTS (Unaudited) February 28, 2021 Fair Common Stock - 65.

April 20, 2021 DEF 14A

- PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Co-Registrants ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? De

October 30, 2020 NPORT-EX

August 31, 2020

Cushing MLP & Infrastructure Total Return Fund SCHEDULE OF INVESTMENTS (Unaudited) August 31, 2020 Fair Common Stock - 62.

June 5, 2020 CORRESP

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June 5, 2020 U.S. Securities and Exchange Commission 100 F Street N.E. Washington DC 20549 Attn: Kenneth Ellington RE: The Cushing® Energy Income Fund (811-22499) The Cushing® MLP & Infrastructure Total Return Fund (811-22072) and The Cushing® NextGen Infrastructure Income Fund (formerly The Cushing® Renaissance Fund (811-22611) Dear Mr. Ellington: Thank you for your telephonic comments, provided

June 3, 2020 EX-99

Skadden, Arps, Slate, Meagher & Flom llp 155 NORTH WACKER DRIVE CHICAGO, ILLINOIS 60606-1720 TEL: (312) 407-0700 FAX: (312) 407-0411 May 29, 2020

Skadden, Arps, Slate, Meagher & Flom llp 155 NORTH WACKER DRIVE CHICAGO, ILLINOIS 60606-1720 TEL: (312) 407-0700 FAX: (312) 407-0411 www.

June 3, 2020 EX-99

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Post-Effective Amendment No.

June 3, 2020 POS EX

- POST-EFFECTIVE AMENDMENT ADDING EXHIBITS TO REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on June 3, 2020 Securities Act File No.

May 4, 2020 425

Merger Prospectus - PROSPECTUSES AND COMMUNICATIONS, BUSINESS COMBINATIONS

The Cushing® MLP & Infrastructure Total Return Fund (SRV) 300 Crescent Court, Suite 1700 Dallas, Texas 75201 Dear Fellow Stockholder: We are writing to inform you that the 2020 Special Meeting of Stockholders (the “Special Meeting”) of The Cushing MLP & Infrastructure Total Return Fund (the “Fund”) has been adjourned until Friday, May 8, 2020 at 9:00 a.

May 1, 2020 425

Merger Prospectus - PROSPECTUSES AND COMMUNICATIONS, BUSINESS COMBINATIONS

Press Release Source: Cushing® Asset Management, LP Cushing® Announces Results and Adjournment of Special Shareholder Meeting Relating to Merger of Certain Closed-End Funds Friday, May 1, 2020 Dallas, TX: Cushing Asset Management (“Cushing”) announces the results of the joint special meeting of shareholders of The Cushing® Energy Income Fund (NYSE: SRF) and The Cushing® MLP & Infrastructure Total Return Fund (NYSE: SRV) relating to the proposed merger of SRF with and into SRV (the “Merger”) that occurred today.

April 29, 2020 N-Q

Quarterly Schedule of Portfolio Holdings - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP & Infrastructure Total Return Fund (Exact name of registrant as specified in charter) 300 Crescent Court, Suite 1700 Dallas, TX 75201 (Address of principal executive offices

April 29, 2020 EX-99.CERT

I, Jerry V. Swank, certify that:

EX-99.CERT 2 certs.htm OFFICER CERTIFICATIONS Exhibit 99.CERT CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP & Infrastructure Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstan

April 17, 2020 DEFA14A

SRV / Cushing MLP Total Return Fund (The) DEFA14A - - DEFINITIVE ADDITIONAL PROXY SOLICITATION MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Co-Registrants ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ D

April 17, 2020 425

SRV / Cushing MLP Total Return Fund (The) 425 - Merger Prospectus - PROSPECTUSES AND COMMUNICATIONS, BUSINESS COMBINATIONS

The Cushing® Energy Income Fund (SRF) The Cushing® MLP & Infrastructure Total Return Fund (SRV) 300 Crescent Court, Suite 1700 Dallas, Texas 75201 (214) 692-6334 ADDITIONAL INFORMATION REGARDING THE JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON FRIDAY, MAY 1, 2020 The following Notice of Change of Location relates to the Joint Proxy Statement/Prospectus (the “Proxy Statement/Prospectus”) furnished to shareholders of (i) The Cushing® Energy Income Fund (“SRF”) and (ii) The Cushing® MLP & Infrastructure Total Return Fund (“SRV” and together with SRF, the “Funds,” and each, a “Fund”) dated March 4, 2020 in connection with the Joint Special Meeting Of Shareholders of the Funds to be held on Friday, May 1, 2020.

March 23, 2020 425

SRV / Cushing MLP Total Return Fund (The) 425 - Merger Prospectus - PROSPECTUSES AND COMMUNICATIONS, BUSINESS COMBINATIONS

Press ReleaseSource: Cushing® Asset Management, LP Cushing® MLP & Infrastructure Total Return Fund Announces Distribution Schedule Change and Provides Merger Update Friday, March 20, 2020 Dallas, TX: The Cushing® MLP & Infrastructure Total Return Fund (formerly known as The Cushing® MLP Total Return Fund) (NYSE: SRV) (the “Fund”) announced today the decision of the Fund’s Board of Trustees (the “Board”) to revise the timing of the Fund’s distributions for the months of April and May, 2020.

March 4, 2020 DEF 14A

SRV / Cushing MLP Total Return Fund (The) DEF 14A - - DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Co-Registrants ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De

March 3, 2020 AW

SRV / Cushing MLP Total Return Fund (The) AW - - AMENDMENT WITHDRAWAL REQUEST

Cushing® MLP & Infrastructure Total Return Fund 300 Crescent Court, Suite 1700, Dallas, Texas 75201 March 3, 2020 Anu Dubey Securities and Exchange Commission Division of Investment Management 100 F Street, NE Washington, DC 20549 Re: Cushing® MLP & Infrastructure Total Return Fund - Request for Withdrawal of Pre-Effective Amendment No.

March 3, 2020 N-14 8C/A

SRV / Cushing MLP Total Return Fund (The) N-14 8C/A - - AMENDED INITIAL REGISTRATION STATEMENT FILED ON FORM N14 BY CLOSED-END INVESTMENT COMPANY (BUSINESS COMBINATIONS)

As filed with the Securities and Exchange Commission on March 3, 2020 Securities Act File No.

March 3, 2020 EX-99.(14)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the references to our firm under the captions “Management of the Funds: Other Service Providers”, “Financial Highlights”, “Form of Agreement and Plan of Merger” in the Joint Proxy Statement/Prospectus and “Independent Registered Public Accounting Firm” in the Statement of Additional Information, in Pre-Effective Amendment No.

March 3, 2020 EX-99

March 3, 2020

March 3, 2020 The Cushing MLP & Infrastructure Total Return Fund 300 Crescent Court, Suite 1700 Dallas, Texas 75201 RE: The Cushing MLP & Infrastructure Total Return Fund — Registration Statement on Form N-14 Ladies and Gentlemen: We have acted as special counsel to The Cushing MLP & Infrastructure Total Return Fund (the “Trust”), a statutory trust created under the Delaware Statutory Trust Act (the “DSTA”), in connection with the issuance of common shares of beneficial interest (the “Issued Shares”), par value $0.

March 2, 2020 CORRESP

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[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] March 2, 2020 Anu Dubey Ken Ellington Securities and Exchange Commission Division of Investment Management 100 F Street, N.

March 2, 2020 EX-99.(17)(B)

EVERY SHAREHOLDER’S VOTE IS IMPORTANT

EVERY SHAREHOLDER’S VOTE IS IMPORTANT EASY VOTING OPTIONS: VOTE BY MAIL Vote, sign and date this Proxy Card and return in the postage-paid envelope VOTE IN PERSON Attend Shareholder Meeting 300 Crescent Court, Suite 1700 Dallas, TX 75201 on May 1, 2020 Please detach at perforation before mailing.

March 2, 2020 N-14/A

SRV / Cushing MLP Total Return Fund (The) N-14/A - - AMENDED INITIAL REGISTRATION STATEMENT (BUSINESS COMBINATIONS)

As filed with the Securities and Exchange Commission on March 2, 2020 Securities Act File No.

March 2, 2020 EX-99.(11)

March 2, 2020

March 2, 2020 The Cushing MLP & Infrastructure Total Return Fund 300 Crescent Court, Suite 1700 Dallas, Texas 75201 RE: The Cushing MLP & Infrastructure Total Return Fund — Registration Statement on Form N-14 Ladies and Gentlemen: We have acted as special counsel to The Cushing MLP & Infrastructure Total Return Fund (the “Trust”), a statutory trust created under the Delaware Statutory Trust Act (the “DSTA”), in connection with the issuance of common shares of beneficial interest (the “Issued Shares”), par value $0.

March 2, 2020 EX-99.(14)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the references to our firm under the captions “Management of the Funds: Other Service Providers”, “Financial Highlights”, “Form of Agreement and Plan of Merger” in the Joint Proxy Statement/Prospectus and “Independent Registered Public Accounting Firm” in the Statement of Additional Information, in the Registration Statement (Form N-14 No.

March 2, 2020 EX-99.(17)(A)

EVERY SHAREHOLDER’S VOTE IS IMPORTANT

EVERY SHAREHOLDER’S VOTE IS IMPORTANT EASY VOTING OPTIONS: VOTE BY MAIL Vote, sign and date this Proxy Card and return in the postage-paid envelope VOTE IN PERSON Attend Shareholder Meeting 300 Crescent Court, Suite 1700 Dallas, TX 75201 on May 1, 2020 Please detach at perforation before mailing.

February 24, 2020 CORRESP

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[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] February 24, 2020 Anu Dubay Ken Ellington Securities and Exchange Commission Division of Investment Management 100 F Street, N.

January 31, 2020 COVER

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP]

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] January 31, 2020 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 RE: The Cushing® MLP & Infrastructure Total Return Fund N-14 Filing Ladies and Gentlemen: On behalf of The Cushing® MLP & Infrastructure Total Return Fund (the “Fund”), we are enclosing herewith for filing pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the General Rules and Regulations of the Securities and Exchange Commission thereunder, one electronically signed Registration Statement on Form N-14 (the “Registration Statement”).

January 31, 2020 EX-16

THE CUSHING® MLP & INFRASTRUCTURE TOTAL RETURN FUND POWER OF ATTORNEY

EX-16 3 poa.htm POWER OF ATTORNEY THE CUSHING® MLP & INFRASTRUCTURE TOTAL RETURN FUND POWER OF ATTORNEY Each of the undersigned officers and trustees of The Cushing® MLP & Infrastructure Total Return Fund, a statutory trust formed under the laws of the State of Delaware (the “Trust”), do constitute and appoint Jerry V. Swank, John H. Alban and Barry Y. Greenberg as true and lawful attorneys and ag

January 31, 2020 EX-17

EVERY SHAREHOLDER’S VOTE IS IMPORTANT

EVERY SHAREHOLDER’S VOTE IS IMPORTANT EASY VOTING OPTIONS: VOTE BY MAIL Vote, sign and date this Proxy Card and return in the postage-paid envelope VOTE IN PERSON Attend Shareholder Meeting 300 Crescent Court, Suite 1700 Dallas, TX 75201 on May 1, 2020 FUND FUND The Cushing® Energy Income Fund (“SRF”) The Cushing® MLP & Infrastructure Total Return Fund (“SRV”) Please detach at perforation before mailing.

January 31, 2020 EX-14

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the references to our firm under the captions “Management of the Funds: Other Service Providers”, “Financial Highlights”, “Form of Agreement and Plan of Merger” in the Joint Proxy Statement/Prospectus and “Independent Registered Public Accounting Firm” in the Statement of Additional Information, in the Registration Statement (Form N-14) of The Cushing MLP & Infrastructure Total Return Fund.

January 31, 2020 N-14 8C

As filed with the Securities and Exchange Commission on January 31, 2020

As filed with the Securities and Exchange Commission on January 31, 2020 Securities Act File No.

January 30, 2020 425

SRV / Cushing MLP Total Return Fund (The) 425 - Merger Prospectus - PROSPECTUSES AND COMMUNICATIONS, BUSINESS COMBINATIONS

Press Release Source: Cushing® Asset Management, LP Cushing® Announces Board Approval of Merger of Certain Closed-End Funds Thursday, Janaury 30, 2020 Dallas, TX: The Board of Trustees (the “Board”) of The Cushing® Energy Income Fund (NYSE: SRF) and The Cushing® MLP & Infrastructure Total Return Fund (NYSE: SRV), each a closed-end fund (together, the “Funds”), announced today that each Fund’s Board has approved the merger of SRF with and into SRV.

October 30, 2019 N-Q

SRV / Cushing MLP Total Return Fund (The) N-Q - Quarterly Schedule of Portfolio Holdings - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

N-Q 1 cush-trnq.htm QUARTERLY NOTICE OF PORTFOLIO HOLDINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP & Infrastructure Total Return Fund (Exact name of registrant as specified in charter) 300 Crescent Court, Suite 17

October 30, 2019 EX-99.CERT

I, Jerry V. Swank, certify that:

EX-99.CERT 2 certs.htm OFFICER CERTIFICATIONS Exhibit 99.CERT CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP & Infrastructure Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstan

May 1, 2019 DEF 14A

SRV / Cushing MLP Total Return Fund (The) DEF 14A DEF 14A

DEF 14A 1 d648713ddef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Co-Registrants ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (

April 29, 2019 N-Q

SRV / Cushing MLP Total Return Fund (The) N-Q (Quarterly Schedule of Portfolio Holdings) QUARTERLY NOTICE OF SECURITIES SOLD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-22072 The Cushing MLP & Infrastructure Total Return Fund (Exact name of registrant as specified in charter) 300 Crescent Court, Suite 1700 Dallas, TX 75201 (Address of principal executive office

April 29, 2019 EX-99.CERT

Jerry V. Swank,

EX-99.CERT 2 certs.htm OFFICER CERTIFICATIONS Exhibit 99.CERT CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP & Infrastructure Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstan

April 5, 2019 POS 8C

SRV / Cushing MLP Total Return Fund (The) POS 8C

As filed with the Securities and Exchange Commission on April 5, 2019 Securities Act File No.

April 5, 2019 EX-99.(N)

Consent of Independent Registered Public Accounting Firm

Consent of Independent Registered Public Accounting Firm We consent to the references to our firm under the captions “Financial Highlights”, “Senior Securities” and “Independent Registered Public Accounting Firm” in the Prospectus and “Independent Registered Public Accounting Firm” and “Financial Statements” in the Statement of Additional Information in Post-Effective Amendment No.

April 5, 2019 CORRESP

SRV / Cushing MLP Total Return Fund (The) CORRESP - -

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] April 5, 2019 Anu Dubey Division of Investment Management Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 RE: The Cushing® MLP & Infrastructure Total Return Fund Registration Statement on Form N-2 (File Nos.

March 1, 2019 EX-99.(N)

Consent of Independent Registered Public Accounting Firm

EX-99.(n) Consent of Independent Registered Public Accounting Firm We consent to the references to our firm under the captions “Financial Highlights”, “Senior Securities” and “Independent Registered Public Accounting Firm” in the Prospectus and “Independent Registered Public Accounting Firm” and “Financial Statements” in the Statement of Additional Information in Post-Effective Amendment No. 1 to

March 1, 2019 POS 8C

SRV / Cushing MLP Total Return Fund (The) POS 8C

POS 8C As filed with the Securities and Exchange Commission on March 1, 2019 Securities Act File No.

October 29, 2018 EX-99.CERT

Jerry V. Swank,

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP & Infrastructure Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with

October 29, 2018 N-Q

SRV / Cushing MLP Total Return Fund (The) QUARTERLY NOTICE OF PORTFOLIO HOLDINGS (Quarterly Schedule of Portfolio Holdings)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP & Infrastructure Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 75225 (Address of principal executive offices) (

September 6, 2018 CORRESP

SRV / Cushing MLP Total Return Fund (The) CORRESP

CORRESP The Cushing® MLP & Infrastructure Total Return Fund 8117 Preston Road, Suite 440 Dallas, Texas 75225 September 6, 2018 Ashley Vroman-Lee Division of Investment Management Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: The Cushing® MLP & Infrastructure Total Return Fund Registration Statement on Form N-2 File Nos.

August 10, 2018 CORRESP

SRV / Cushing MLP Total Return Fund (The) CORRESP

CORRESP [Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] August 10, 2018 Ashley Vroman-Lee Division of Investment Management Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 RE: The Cushing® MLP & Infrastructure Total Return Fund Registration Statement on Form N-2 (File Nos.

June 12, 2018 CORRESP

SRV / Cushing MLP Total Return Fund (The) CORRESP

Correspondence Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549 RE: The Cushing MLP & Infrastructure Total Return Fund – Shelf Registration Statement on Form N-2 Ladies and Gentlemen: On behalf of The Cushing MLP & Infrastructure Total Return Fund (the “Fund”), we are enclosing herewith for filing pursuant to the Securities Act of 1933, as amended (the “Securities Act”), a

April 30, 2018 DEF 14A

SRV / Cushing MLP Total Return Fund (The) DEF 14A

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Co-Registrants ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

April 27, 2018 EX-99.CERT

Jerry V. Swank,

Exhibit 99.CERT CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP & Infrastructure Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not

April 27, 2018 N-Q

SRV / Cushing MLP Total Return Fund (The) QUARTERLY NOTICE OF PORTFOLIO HOLDINGS (Quarterly Schedule of Portfolio Holdings)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP & Infrastructure Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 75225 (Address of principal executive offices) (

January 29, 2018 EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR 2 a0102b-srvnsarreportopinion.htm EX-99.77B ACCT LTTR Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Trustees of The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The Cushing MLP Total Return Fund (the “Fund”) as of and for the year ended November 30, 2017, in accordance with the stand

October 24, 2017 EX-99.CERT

Jerry V. Swank,

Exhibit 99.CERT CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with

October 24, 2017 N-Q

Cushing Mlp Total Return Fund - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440, Dallas, TX 75225 (Address of principal executive offices) (Zip code) Jerry

April 28, 2017 EX-99.CERT

Jerry V. Swank,

Exhibit 99.CERT CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with

April 28, 2017 N-Q

Cushing Mlp Total Return Fund - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 75225 (Address of principal executive offices) (Zip code) Jerry V

April 24, 2017 DEF 14A

Cushing Royalty & Income Fund DEF 14A

DEF 14A 1 d323144ddef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as p

March 22, 2017 CORRESP

Cushing MLP Total Return Fund ESP

March 22, 2017 Chad Eskildsen Staff Accountant U.S. Securities and Exchange Commission Division of Investment Management, Disclosure Review and Accounting 100 F Street N.E. Washington DC 20549 RE: Cushing? Closed-End Funds Dear Mr. Eskildsen: Thank you for your telephonic comments, provided to Skadden, Arps, Slate, Meagher & Flom LLP, as fund counsel, on March 14, 2017, concerning the annual repor

January 27, 2017 EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR 2 srvnsarinternalcontrolreport.htm EX-99.77B ACCT LTTR REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of: The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The Cushing MLP Total Return Fund (the Fund) as of and for the year ended November 30, 2016, in accordance with the stand

January 23, 2017 EX-24

POWER OF ATTORNEY

Unassociated Document POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that the undersigned, being a person required to file statements under Section 16(a) of the Securities Exchange Act of 1934, as amended (the ?1934 Act?), and Section 30(h) of the Investment Company Act of 1940, as amended (the ?1940 Act?), with respect to each closed-end investment company advised by Cushing? Asset Management, LP, as listed on Annex A hereto as may be amended from time to time (the ?Cushing Registered Funds?), hereby authorizes, designates and appoints Jerry V.

October 24, 2016 N-Q

Cushing MLP Total Return Fund QUARTERLY RETURN OF PORTFOLIO HOLDINGS (Quarterly Schedule of Portfolio Holdings)

N-Q 1 cushing-trnq.htm QUARTERLY RETURN OF PORTFOLIO HOLDINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 752

October 24, 2016 EX-99.CERT

Jerry V. Swank,

Exhibit 99.CERT CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with

April 28, 2016 EX-99.CERT

I, Jerry V. Swank, certify that:

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of the Cushing Renaissance Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period

April 28, 2016 N-Q

Cushing MLP Total Return Fund QUARTERLY NOTICE OF PORTFOLIO HOLDINGS (Quarterly Schedule of Portfolio Holdings)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 75225 (Address of principal executive offices) (Zip code) Jerry V

April 26, 2016 DEF 14A

Cushing MLP Total Return Fund DEF 14A

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

January 29, 2016 EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR 2 srvnsarreport.htm REPORT ON INTERNAL CONTROLS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of: The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The Cushing MLP Total Return Fund (the Fund) as of and for the year ended November 30, 2015, in accordance with the standards of

October 29, 2015 EX-99.CERT

Daniel L. Spears,

certs.htm CERTIFICATION I, Daniel L. Spears, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with resp

October 29, 2015 N-Q

Cushing MLP Total Return Fund QUARTERLY NOTICE OF PORTFOLIO HOLDINGS (Quarterly Schedule of Portfolio Holdings)

N-Q 1 cushing-trnq.htm QUARTERLY NOTICE OF PORTFOLIO HOLDINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 752

July 24, 2015 SC 13G

SRV / Cushing MLP Total Return Fund (The) / LPL Financial LLC - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* The Cushing MLP Total Return Fund (Name of Issuer) Common Shares, par value of $0.001 per share (Title of Class of Securities) 231631102 (CUSIP Number) December 31, 2013** (Date

April 29, 2015 N-Q

Cushing MLP Total Return Fund QUARTERLY NOTICE OF PORTFOLIO HOLDINGS (Quarterly Schedule of Portfolio Holdings)

N-Q 1 cushing-trnq.htm QUARTERLY NOTICE OF PORTFOLIO HOLDINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 752

April 29, 2015 EX-99.CERT

Daniel L. Spears,

EX-99.CERT 2 certs.htm OFFICER CERTIFICATIONS CERTIFICATION I, Daniel L. Spears, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements

April 22, 2015 DEF 14A

Cushing MLP Total Return Fund DEF 14A

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

January 29, 2015 EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR 2 n-sarreporttotalreturn.htm AUDITOR'S CONTROL MEMO REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of: The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The Cushing MLP Total Return Fund (the Fund) as of and for the year ended November 30, 2014, in accordance with the standard

October 30, 2014 N-Q

Cushing Mlp Total Return Fund - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

N-Q 1 cushing-trnq.htm QUARTERLY NOTICE OF PORTFOLIO HOLDINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 752

October 30, 2014 EX-99.CERT

Daniel L. Spears

EX-99.CERT 2 certs.htm OFFICER CERTIFICATIONS CERTIFICATION I Daniel L. Spears certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements w

October 17, 2014 CORRESP

SRV / Cushing MLP Total Return Fund (The) CORRESP - -

October 17, 2014 VIA EDGAR TRANSMISSION Chief, Office of Information Technology, Division of Corporation Finance U.

October 16, 2014 EX-99.(A)(1)(III)

Notice of Withdrawal of Tender Common Units THE CUSHING® MLP INFRASTRUCTURE FUND Tendered Pursuant to the Offer to Purchase Dated October 16, 2014 The Offer and withdrawal rights will expire at, and this letter of transmittal must be received by the

Exhibit (a)(1)(iii) Notice of Withdrawal of Tender Regarding Common Units Of THE CUSHING® MLP INFRASTRUCTURE FUND Tendered Pursuant to the Offer to Purchase Dated October 16, 2014 The Offer and withdrawal rights will expire at, and this letter of transmittal must be received by the Fund by, 5:00 p.

October 16, 2014 EX-99.(A)(1)(VII)

REPURCHASE INSTRUMENT

EX-99.(A)(1)(VII) 8 repurchase.htm FORM OF REPURCHASE INSTRUMENT. Exhibit (a)(1)(vii) REPURCHASE INSTRUMENT The Cushing® MLP Infrastructure Fund (“Payor”), a Delaware statutory trust, hereby promises to pay [UNITHOLDER NAME] (“Payee”) the Payment Amount (as defined in Section 2) as discussed below. This Repurchase Instrument is being issued so that Payor may repurchase from Payee the common units

October 16, 2014 EX-99.(A)(1)(V)

[Cushing Funds Letterhead]

Exhibit (a)(1)(v) [Cushing Funds Letterhead] November 17, 2014 [UNITHOLDER NAME] [UNITHOLDER ADDRESS] [UNITHOLDER ADDRESS] Dear [UNITHOLDER NAME]: The Cushing® MLP Infrastructure Fund (the “Fund”) has received your tender of Common Units of the Fund and accepted your tendered Common Units for purchase.

October 16, 2014 EX-99.(A)(1)(VI)

[Cushing Funds Letterhead]

Exhibit (a)(1)(vi) [Cushing Funds Letterhead] November 17, 2014 [UNITHOLDER NAME] [UNITHOLDER ADDRESS] [UNITHOLDER ADDRESS] Dear [UNITHOLDER NAME]: The Cushing® MLP Infrastructure Fund (the “Fund”) has received your tender for all of your Common Units of the Fund and accepted your tendered Common Units for purchase.

October 16, 2014 EX-99.(A)(1)(I)

OFFER TO PURCHASE THE CUSHING® MLP INFRASTRUCTURE FUND 8117 Preston Road, Suite 440 Dallas, Texas 75225 Offer to Purchase up to 40% of Outstanding Common Units dated October 16, 2014 The Offer and Withdrawal Rights Will Expire at 5:00 p.m., Central t

EX-99.(A)(1)(I) 2 purchase.htm OFFER TO PURCHASE, DATED OCTOBER 16, 2014. Exhibit (a)(1)(i) OFFER TO PURCHASE THE CUSHING® MLP INFRASTRUCTURE FUND 8117 Preston Road, Suite 440 Dallas, Texas 75225 Offer to Purchase up to 40% of Outstanding Common Units dated October 16, 2014 The Offer and Withdrawal Rights Will Expire at 5:00 p.m., Central time, on November 13, 2014 Unless the Offer Is Extended To

October 16, 2014 EX-99.(A)(1)(II)

LETTER OF TRANSMITTAL Common Units THE CUSHING® MLP INFRASTRUCTURE FUND Tendered Pursuant to the Offer to Purchase Dated October 16, 2014 The Offer and withdrawal rights will expire at, and this letter of transmittal must be received by the Fund by,

Exhibit (a)(1)(ii) LETTER OF TRANSMITTAL Regarding Common Units Of THE CUSHING® MLP INFRASTRUCTURE FUND Tendered Pursuant to the Offer to Purchase Dated October 16, 2014 The Offer and withdrawal rights will expire at, and this letter of transmittal must be received by the Fund by, 5:00 p.

October 16, 2014 EX-99.(A)(1)(IV)

[Cushing Funds Letterhead]

EX-99.(A)(1)(IV) 5 coverlttr.htm COVER LETTER TO OFFER TO PURCHASE. Exhibit a(i)(iv) [Cushing Funds Letterhead] October 16, 2014 [UNITHOLDER NAME] [UNITHOLDER ADDRESS] [UNITHOLDER ADDRESS] Dear [UNITHOLDER NAME]: The Fund’s quarterly tender offer to repurchase Common Units begins today, October 16, 2014, and will end at 5:00 p.m., Central time on November 13, 2014. Common Units may be presented to

October 16, 2014 SC TO-I

SRV / Cushing MLP Total Return Fund (The) SC TO-I - - ISSUER TENDER OFFER STATEMENT

As filed with the Securities and Exchange Commission on October 16, 2014 Investment Company Act File No.

April 29, 2014 EX-99.CERT

Daniel L. Spears

EX-99.CERT 2 certs.htm OFFICER CERTIFICATIONS Exhibit 99.CERT CERTIFICATION I Daniel L. Spears certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which s

April 29, 2014 N-Q

Quarterly Schedule of Portfolio Holdings - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 75225 (Address of principal executive offices) (Zip code) Jerry V

April 29, 2014 CORRESP

-

CORRESP Cushing Funds 8117 Preston Road Suite 440 Dallas, Texas 75225 April 29, 2013 Ken Ellington Financial Analyst U.

April 25, 2014 DEF 14A

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin

January 29, 2014 EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of: The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The Cushing MLP Total Return Fund (the Fund) as of and for the year ended November 30, 2013, in accordance with the standards of the Public Company Accounting Oversight Board (United States), we c

October 28, 2013 N-Q

Quarterly Schedule of Portfolio Holdings - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

As filed with the Securities and Exchange Commission on October 28, 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 28, 2013 EX-99.CERT

I, Daniel L. Spears, certify that:

CERTIFICATION I, Daniel L. Spears, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the

April 29, 2013 EX-99.CERT

I, Daniel L. Spears, certify that:

CERTIFICATION I, Daniel L. Spears, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the

April 29, 2013 N-Q

Quarterly Schedule of Portfolio Holdings - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

As filed with the Securities and Exchange Commission on April 29, 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 24, 2013 DEF 14A

- DEF 14A

DEF 14A 1 d526122ddef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as p

January 29, 2013 EX-99.77B ACCT LTTR

/s/ Ernst & Young LLP

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of: The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The Cushing MLP Total Return Fund (the Fund) as of and for the year ended November 30, 2012, in accordance with the standards of the Public Company Accounting Oversight Board (United States), we c

October 30, 2012 EX-99.CERT

I, Jerry V. Swank, certify that:

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

October 30, 2012 N-Q

Quarterly Schedule of Portfolio Holdings - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

As filed with the Securities and Exchange Commission on October 30, 2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 17, 2012 CORRESP

-

October 17, 2012 Jeffrey Long Securities and Exchange Commission Office of Disclosure and Review 100 F Street, NE Washington, DC 20549 RE: The Cushing® MLP Total Return Fund (File No.

July 30, 2012 EX-99.77C VOTES

No. of Shares Edward N. McMillan Affirmative 28,892,283 Withheld 238,773 TOTAL 29,131,056 No. of Shares Jerry V. Swank Affirmative 28,894,417 Withheld 236,639 TOTAL 29,131,056

EX-99.77C VOTES 2 votes.htm MATTERS SUBMITTED TO A VOTE OF SECURITY HOLDERS Stockholder Proxy Voting Results The annual meeting of stockholders was held on May 24, 2012. The matter considered at the meeting, together with the actual vote tabulations relating to such matter were as follows: 1. To elect Edward N. McMillan and Jerry V. Swank as Trustees of the Fund, to each hold office for a term of

April 27, 2012 N-Q

Quarterly Schedule of Portfolio Holdings - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

N-Q 1 cushing-trnq.htm QUARTERLY NOTICE OF PORTFOLIO HOLDINGS As filed with the Securities and Exchange Commission on April 27, 2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registr

April 27, 2012 EX-99.CERT

I, Jerry V. Swank, certify that:

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

April 27, 2012 DEF 14A

- DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin

January 30, 2012 EX-99.77K CHNG ACCNT

Deloitte & Touche LLP JPMorgan Chase Tower 2200 Ross Avenue, Suite 1600 Dallas, TX 75201-6778 USA Tel: +1 214 840 7000 www.deloitte.com

Change in Independent Registered Public Accounting Firm The Fund engaged Ernst & Young, LLP ("E&Y") as the independent registered public accounting firm for the fiscal year ending November 30, 2011.

January 30, 2012 EX-99.77C VOTES

No. of Shares Brian R. Bruce Affirmative 30,429,667 Withheld 353,331 TOTAL 30,782,998

EX-99.77C VOTES 3 votes.htm STOCKHOLDER PROXY VOTING RESULTS Stockholder Proxy Voting Results The annual meeting of stockholders was held on May 12, 2011. The matters considered at the meeting, together with the actual vote tabulations relating to such matters were as follows: 1. To elect Brian R. Bruce as Trustee of the Fund to hold office for a term of three years and until his successor is duly

January 30, 2012 EX-99.77B ACCT LTTR

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EX-99.77B ACCT LTTR 2 acctlttr.htm REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of: The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The Cushing MLP Total Return Fund (the Fund) as of and for the year ended November 30, 2011, in accordanc

October 25, 2011 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

As filed with the Securities and Exchange Commission on October 25, 2011 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 25, 2011 EX-99.CERT

I, Jerry V. Swank, certify that:

EX-99.CERT 2 certs.htm OFFICER CERTIFICATIONS CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements w

May 17, 2011 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 17, 2011 (May 17, 2011) The Cushing MLP Total Return Fund (Exact name of registrant as specified in its charter) DELAWARE 811-22072 35-2303963 (State or other jurisdiction (Commis

May 17, 2011 EX-99.1

Source: Cushing

EX-99.1 2 ex99-1.htm EXHIBIT 99.1 - PRESS RELEASE Exhibit 99.1 PRESS RELEASE CORRECTION Source: Cushing® MLP Asset Management THIS PRESS RELEASE CORRECTS THE VERSION THAT WAS RELEASED ON MAY 13, 2011: CUSHING® MLP TOTAL RETURN FUND ANNOUNCES QUARTERLY DISTRIBUTIONS AND ANNUAL SHAREHOLDER MEETING RESULTS Tuesday, May 17, 2011 Dallas, TX: Cushing® MLP Total Return Fund announces distributions and re

May 16, 2011 EX-3.1

THE CUSHING MLP TOTAL RETURN FUND SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST

EX-3.1 2 ex3-1.htm EXHIBIT 3.1 - AMENDED & RESTATED AGREEMENT AND DECLARATION OF TRUST Exhibit 3.1 THE CUSHING MLP TOTAL RETURN FUND SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST This SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST is made as of May 12, 2011, and amends and restates in its entirety the Declaration of Trust dated as of July 16, 2007. W I T N E S S E

May 16, 2011 EX-99.1

Source: Cushing

Exhibit 99.1 Press Release Source: Cushing® MLP Asset Management CUSHING® MLP TOTAL RETURN FUND ANNOUNCES QUARTERLY DIVIDENDS AND ANNUAL SHAREHOLDER MEETING RESULTS Friday, May 13, 2011 Dallas, TX: Cushing® MLP Total Return Fund announces dividends and results of yesterday’s Annual Meeting of Shareholders of The Cushing® MLP Total Return Fund (NYSE: SRV). QUARTERLY DIVIDENDS The Cushing® MLP Total

May 16, 2011 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 16, 2011 (May 12, 2011) The Cushing MLP Total Return Fund (Exact name of registrant as specified in its charter) DELAWARE 811-22072 35-2303963 (State or other jurisdiction (Commis

May 11, 2011 CORRESP

-

Skadden, Arps, Slate, Meagher & Flom llp FOUR TIMES SQUARE NEW YORK 10036-6522 (212) 735-3000 Fax: (212) 735-2000 http://www.

April 28, 2011 EX-99.CERT

I, Jerry V. Swank, certify that:

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

April 28, 2011 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 75225 (Address of principal executive offices) (Zip code) Jerry V

April 15, 2011 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) The Cushing MLP Total Return Fund THE CUSHING MLP TOTAL RETURN FUND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

April 1, 2011 COVER

-

Skadden, Arps, Slate, Meagher & Flom llp FOUR TIMES SQUARE NEW YORK 10036-6522 (212) 735-3000 Fax: (212) 735-2000 http://www.

April 1, 2011 PRE 14A

- PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: þ Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

March 24, 2011 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 The Cushing MLP Total Return Fund (Name of Issuer) Common Stock (Title of Class of Securities) 231631102 (CUSIP Number) December 31, 2010 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

February 25, 2011 EX-99.B

THIRD AMENDED AND RESTATED THE CUSHING MLP TOTAL RETURN FUND ARTICLE 1

THIRD AMENDED AND RESTATED BY-LAWS OF THE CUSHING MLP TOTAL RETURN FUND ARTICLE 1 1.

February 25, 2011 EX-99.H

6,000,000 Shares THE CUSHING MLP TOTAL RETURN FUND Common Shares of Beneficial Interest, $0.001 par value per Share UNDERWRITING AGREEMENT

Execution Version 6,000,000 Shares THE CUSHING MLP TOTAL RETURN FUND Common Shares of Beneficial Interest, $0.

February 25, 2011 POS EX

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 10 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF

As filed with the Securities and Exchange Commission on February 25, 2011. 1933 Act File No. 333-154880 1940 Act File No. 811-22072 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 10 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO

February 25, 2011 EX-99.N

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Post Effective Amendment No.

January 28, 2011 EX-99.77C VOTES

No. of Shares 01 – Ronald P. Trout Affirmative 15,260,952 Withheld 270,180 TOTAL 15,531,132

Stockholder Proxy Voting Results The annual meeting of stockholders was held on May 12, 2010.

January 28, 2011 EX-99.77B ACCT LTTR

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of The Cushing MLP Total Return Fund and The Cushing MLP Premier Fund: In planning and performing our audits of the financial statements of The Cushing MLP Total Return Fund as of and for the year ended November 30, 2010, and for The Cushing MLP Premier Fund for the period from October 20, 2010 (comme

January 28, 2011 EX-99.77Q1 OTHR EXHB

THIRD AMENDED AND RESTATED THE CUSHING MLP TOTAL RETURN FUND ARTICLE 1

THIRD AMENDED AND RESTATED BY-LAWS OF THE CUSHING MLP TOTAL RETURN FUND ARTICLE 1 1.

January 28, 2011 EX-99.77E LEGAL

Legal Proceedings

EX-99.77E LEGAL 3 legal.htm LEGAL PROCEEDINGS Legal Proceedings On February 10, 2009, a putative class action lawsuit was filed in the United States District Court, Northern District of Texas, by Terri Morse Bachow on behalf of all persons who purchased shares of the Fund between September 1, 2008 and December 19, 2008, against the Advisor, Swank Capital, LLC, Jerry V. Swank, Mark W. Fordyce, Bria

October 27, 2010 EX-99.CERT

I, Jerry V. Swank, certify that:

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

October 27, 2010 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 8117 Preston Road Suite 440 Dallas, TX 75225 (Address of principal executive offices) (Zip code) Jerry V

July 19, 2010 EX-99.(N)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Post-effective Amendment No.

July 19, 2010 POS EX

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 9 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF

As filed with the Securities and Exchange Commission on July 19, 2010. 1933 Act File No. 333-154880 1940 Act File No. 811-22072 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 9 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 18

July 19, 2010 EX-99.(H)

7,500,000 Shares THE CUSHING MLP TOTAL RETURN FUND Common Shares of Beneficial Interest, $0.001 par value per Share UNDERWRITING AGREEMENT

EX-99.(H) 4 v190731ex99-h.htm Execution Version 7,500,000 Shares THE CUSHING MLP TOTAL RETURN FUND Common Shares of Beneficial Interest, $0.001 par value per Share UNDERWRITING AGREEMENT July 14, 2010 July 14, 2010 Ladenburg Thalmann & Co. Inc. As Representative of the several Underwriters named in Schedule I attached hereto, c/o Ladenburg Thalmann & Co. Inc. 520 Madison, 9th Floor New York, New Y

May 17, 2010 EX-99.N

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to incorporation by reference in this Post-effective Amendment No.

May 17, 2010 POS 8C

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 8 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF

As filed with the Securities and Exchange Commission on May 17, 2010. 1933 Act File No. 333-154880 1940 Act File No. 811-22072 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 8 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 17 T

May 17, 2010 EX-99.S

THE CUSHING MLP TOTAL RETURN FUND POWER OF ATTORNEY

THE CUSHING MLP TOTAL RETURN FUND POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that each of the undersigned officers and trustees of The Cushing MLP Total Return Fund, a statutory trust formed under the laws of the State of Delaware (the "Trust"), do nominate, constitute and appoint Jerry V.

April 16, 2010 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) THE CUSHING MLP TOTAL RETURN FUND THE CUSHING MLP TOTAL RETURN FUND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

April 5, 2010 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 3300 Oak Lawn Avenue Suite 650 Dallas, TX 75219 (Address of principal executive offices) (Zip code) Jerr

April 5, 2010 EX-99.CERT

(a)

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

March 12, 2010 EX-99.(N)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 99(n) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Post-Effective Amendment No.

March 12, 2010 EX-99.(H)

4,000,000 Shares THE CUSHING MLP TOTAL RETURN FUND Common Shares of Beneficial Interest, $0.001 par value per Share UNDERWRITING AGREEMENT

EX-99.(H) 4 v177161ex-h.htm 4,000,000 Shares THE CUSHING MLP TOTAL RETURN FUND Common Shares of Beneficial Interest, $0.001 par value per Share UNDERWRITING AGREEMENT March 11, 2010 March 11, 2010 Ladenburg Thalmann & Co. Inc. As Representative of the several Underwriters named in Schedule I attached hereto, c/o Ladenburg Thalmann & Co. Inc. 520 Madison, 9th Floor New York, New York 10022 Ladies a

March 12, 2010 POS EX

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 6 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF

As filed with the Securities and Exchange Commission on March 12, 2010. 1933 Act File No. 333-154880 1940 Act File No. 811-22072 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 6 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 15

March 8, 2010 EX-99.N

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EX-99.N 4 v172884ex99-n.htm Exhibit 99(n) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Post-Effective Amendment No. 5 to Registration Statement No. 333-154880 on Form N-2 of (i) our report for The Cushing MLP Total Return Fund (the “Fund”) dated January 29, 2010, relating to the financial statements and financial highlights of the Fu

March 8, 2010 POS EX

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 5 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF

As filed with the Securities and Exchange Commission on March 8, 2010. 1933 Act File No. 333-154880 1940 Act File No. 811-22072 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 5 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 14

January 29, 2010 EX-99.77C VOTES

No. of Shares 01 – Edward N. McMillan Affirmative 8,647,747 Withheld 426,631 TOTAL 9,074,378 02 – Jerry V. Swank Affirmative 8,658,680 Withheld 415,698 TOTAL 9,074,378

Exhibit C Stockholder Proxy Voting Results The annual meeting of stockholders was held on May 14, 2009.

January 29, 2010 EX-99.77E LEGAL

Exhibit E

Exhibit E Legal Proceedings On February 10, 2009, a class action lawsuit was filed in the United States District Court, Northern District of Texas, on behalf of all persons who purchased shares of the Fund between September 1, 2008 and December 19, 2008, against the Advisor, Swank Capital, LLC, Jerry V.

January 29, 2010 EX-99.77B ACCT LTTR

Touche LLP

EX-99.77B ACCT LTTR 2 control.htm INTERNAL CONTROL LETTER Deloitte & Touche LLP JPMorgan Chase Tower 2200 Ross Avenue, Suite 1600 Dallas, TX 75201-6778 USA Tel +1 214 840 7000 www.deloitte.com REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The

January 4, 2010 POS EX

As filed with the Securities and Exchange Commission on January 4, 2010.

As filed with the Securities and Exchange Commission on January 4, 2010. 1933 Act File No. 333-154880 1940 Act File No. 811-22072 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 4 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 1

January 4, 2010 EX-99.(K)(11)

PURCHASE AGREEMENT

Exhibit 99(k)(11) PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the ?Agreement?) is entered into as of the 28th day of December 2009 between The Cushing MLP Total Return Fund, a statutory trust organized and existing under the laws of Delaware (the ?Fund?), and Tibor Hollo, (the ?Purchaser?).

January 4, 2010 EX-99.(K)(12)

PURCHASE AGREEMENT

EX-99.(K)(12) 3 d70576a4exv99wxkyx12y.htm EX-99.(K)(12) Exhibit 99(k)(12) PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the “Agreement”) is entered into as of the 30th day of December 2009 between The Cushing MLP Total Return Fund, a statutory trust organized and existing under the laws of Delaware (the “Fund”), and Telemus Income Opportunity Fund (the “Purchaser”). INTRODUCTION In consideration of

January 4, 2010 EX-99.(K)(13)

PURCHASE AGREEMENT

Exhibit 99(k)(13) PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the ?Agreement?) is entered into as of the 30th day of December 2009 between The Cushing MLP Total Return Fund, a statutory trust organized and existing under the laws of Delaware (the ?Fund?), and Morgan Stanley Strategic Investments Inc.

January 4, 2010 EX-99.(N)

EX-99.(N)

EX-99.(N) 5 d70576a4exv99wxny.htm EX-99.(N) Exhibit 99(n) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to incorporation by reference in this Post-effective Amendment No. 4 to Registration Statement No. 333-154880 on Form N-2 of our report for The Cushing MLP Total Return Fund (the “Fund”) dated January 16, 2009 relating to the financial statements and financial highlights of

December 3, 2009 N-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 3300 Oak Lawn Avenue Suite 650 Dallas, TX 75219 (Address of principal executive offices) (Zip code) Jerr

December 3, 2009 EX-99.CERT

(a)

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

October 16, 2009 EX-99.CERT

(a)

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

October 16, 2009 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 3300 Oak Lawn Avenue Suite 650 Dallas, TX 75219 (Address of principal executive offices) (Zip code) Jerr

July 8, 2009 EX-99.77C VOTES

No. of Shares 01 – Edward N. McMillan Affirmative 8,647,747 Withheld 426,631 TOTAL 9,074,378 02 – Jerry V. Swank Affirmative 8,658,680 Withheld 415,698 TOTAL 9,074,378

EX-99.77C VOTES 2 exhibitc.htm STOCKHOLDER PROXY VOTING RESULTS Exhibit C Stockholder Proxy Voting Results The annual meeting of stockholders was held on May 14, 2009. The matters considered at the meeting, together with the actual vote tabulations relating to such matters are as follows: 1. To elect Edward N. McMillan and Jerry V. Swank as Trustees of the Fund, each to hold office for a term of t

July 8, 2009 EX-99.77E LEGAL

Exhibit E

EX-99.77E LEGAL 3 exhibite.htm LEGAL PROCEEDINGS Exhibit E Legal Proceedings On February 10, 2009, a class action lawsuit was filed in the United States District Court, Northern District of Texas, on behalf of all persons who purchased shares of the Fund between September 1, 2008 and December 19, 2008, against the Investment Adviser, Swank Capital, LLC, Jerry V. Swank, Mark W. Fordyce, Brian R. Br

July 1, 2009 POS EX

As filed with the Securities and Exchange Commission on July 1, 2009.

As filed with the Securities and Exchange Commission on July 1, 2009. 1933 Act File No. 333-154880 1940 Act File No. 811-22072 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 3 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 12 T

July 1, 2009 EX-99.(N)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 99(n) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to incorporation by reference in this Post-effective Amendment No.

July 1, 2009 EX-99.(K)(9)

PURCHASE AGREEMENT

EX-99.(K)(9) 2 d68201a3exv99wxkyx9y.htm EX-99.(K)(9) Exhibit 99(k)(9) PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the “Agreement”) is entered into as of the 30th day of June 2009 between The Cushing MLP Total Return Fund, a statutory trust organized and existing under the laws of Delaware (the “Fund”), and Peak Financial Management, Inc., (the “Advisor”) on behalf of certain accounts managed by th

July 1, 2009 EX-99.(K)(10)

PURCHASE AGREEMENT

EX-99.(K)(10) 3 d68201a3exv99wxkyx10y.htm EX-99.(K)(10) Exhibit 99(k)(10) PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the “Agreement”) is entered into as of the 30th day of June 2009 between The Cushing MLP Total Return Fund, a statutory trust organized and existing under the laws of Delaware (the “Fund”), and Gagnon Securities LLC, (the “Advisor”) on behalf of the accounts specified on Schedule I

April 16, 2009 EX-99.CERT

(a)

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

April 16, 2009 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 3300 Oak Lawn Avenue Suite 650 Dallas, TX 75219 (Address of principal executive offices) (Zip code) Jerr

April 14, 2009 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14

March 31, 2009 EX-99.(K)(8)

AMENDED AND RESTATED PURCHASE AGREEMENT

Exhibit 99(k)(8) AMENDED AND RESTATED PURCHASE AGREEMENT THIS AMENDED AND RESTATED PURCHASE AGREEMENT (the “Agreement”) is entered into as of the 30th day of March 2009 between The Cushing MLP Total Return Fund, a statutory trust organized and existing under the laws of Delaware (the “Fund”), and Telemus Investment Management LLC (the “Buyer”).

March 31, 2009 POS EX

As filed with the Securities and Exchange Commission on March 31, 2009.

As filed with the Securities and Exchange Commission on March 31, 2009. 1933 Act File No. 333-154880 1940 Act File No. 811-22072 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 2 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 11

March 31, 2009 EX-99.(N)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EX-99.(N) 4 d66959a2exv99wxny.htm EX-99.(N) Exhibit 99(n) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to incorporation by reference in this Post-effective Amendment No. 2 to Registration Statement No. 333-154880 on Form N-2 of our report for The Cushing MLP Total Return Fund (the “Fund”) dated January 16, 2009 relating to the financial statements and financial highlights of

March 31, 2009 EX-99.(K)(7)

AMENDED AND RESTATED PURCHASE AGREEMENT

EX-99.(K)(7) 2 d66959a2exv99wxkyx7y.htm EX-99.(K)(7) Exhibit 99(k)(7) AMENDED AND RESTATED PURCHASE AGREEMENT THIS AMENDED AND RESTATED PURCHASE AGREEMENT (the “Agreement”) is entered into as of the 30th day of March 2009 between The Cushing MLP Total Return Fund, a statutory trust organized and existing under the laws of Delaware (the “Fund”), and Telemus Income Opportunity Fund LP (the “Buyer”).

March 27, 2009 EX-99.(K)(5)

PURCHASE AGREEMENT

Exhibit 99 (k)(5) PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the ?Agreement?) is entered into as of the 26th day of March 2009 between The Cushing MLP Total Return Fund, a statutory trust organized and existing under the laws of Delaware (the ?Fund?), and Telemus Invst Mgmt LLC (the ?Buyer?).

March 27, 2009 POS EX

As filed with the Securities and Exchange Commission on March 27, 2009.

As filed with the Securities and Exchange Commission on March 27, 2009. 1933 Act File No. 333-154880 1940 Act File No. 811-22072 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRE-EFFECTIVE AMENDMENT NO. POST-EFFECTIVE AMENDMENT NO. 1 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 10

March 27, 2009 EX-99.(N)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 99(n) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to incorporation by reference in this Post-effective Amendment No.

March 27, 2009 EX-99.(K)(6)

PURCHASE AGREEMENT

EX-99.(K)(6) 3 d66959a1exv99wxkyx6y.htm EX-99.(K)(6) Exhibit 99(k)(6) PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the “Agreement”) is entered into as of the 26th day of March 2009 between The Cushing MLP Total Return Fund, a statutory trust organized and existing under the laws of Delaware (the “Fund”), and Telemus Income Opportunity Fund LP (the “Buyer”). INTRODUCTION In consideration of the mutu

February 6, 2009 CORRESP

-

CORRESP 1 filename1.htm The Cushing MLP Total Return Fund 3300 Oak Lawn Avenue Suite 650 Dallas, Texas 75219 February 6, 2009 VIA FACSIMILE AND EDGAR: Securities and Exchange Commission Division of Investment Management Room 4711 100 F Street, N.E. Washington, D.C. 20549 Attn: John Ganley, Esq. Fax: 202-772-9283 Re: The Cushing MLP Total Return Fund Registration Statement on Form N-2 (File Nos. 33

January 29, 2009 EX-99.77B ACCT LTTR

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The Cushing MLP Total Return Fund (the "Fund") as of and for the year ended November 30, 2008, in accordance with the standards of the Public Company Accounting Oversight Board (United States), we

October 22, 2008 EX-99.CERT

(a)

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

October 22, 2008 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 3300 Oak Lawn Avenue Suite 650 Dallas, TX 75219 (Address of principal executive offices) (Zip code) Jerr

June 19, 2008 EX-99.CERT

(a)

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

June 19, 2008 N-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 3300 Oak Lawn Avenue Suite 650 Dallas, TX 75219 (Address of principal executive offices) (Zip code) Jerr

May 1, 2008 CORRESP

-

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP] May 1, 2008 Securities and Exchange Commission 450 Fifth Street, N.

May 1, 2008 CORRESP

-

SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP FOUR TIMES SQUARE NEW YORK 10036-6522 (212) 735-3000 Fax: (212) 735-2000 http://www.

April 14, 2008 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14

April 10, 2008 EX-99.CERT

I, Jerry V. Swank, certify that:

CERTIFICATION I, Jerry V. Swank, certify that: 1. I have reviewed this report on Form N-Q of The Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the p

April 10, 2008 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 3300 Oak Lawn Avenue Suite 650 Dallas, TX 75219 (Address of principal executive offices) (Zip code) Jerr

January 29, 2008 EX-99.77B ACCT LTTR

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EX-99.77B ACCT LTTR 2 acctletter.htm INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of The Cushing MLP Total Return Fund In planning and performing our audit of the financial statements of The Cushing MLP Total Return Fund (the "Fund") as of and for the period ended November 30, 2007, in accordance wit

October 23, 2007 N-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22072 The Cushing MLP Total Return Fund (Exact name of registrant as specified in charter) 3300 Oak Lawn Avenue Suite 650 Dallas, TX 75219 (Address of principal executive offices) (Zip code) Jerr

October 23, 2007 EX-99.CERT

I, Jerry V. Swank certify that:

CERTIFICATION I, Jerry V. Swank certify that: 1. I have reviewed this report on Form N-Q of the Cushing MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the pe

August 2, 2007 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 THE CUSHING MLP TOTAL RETURN FUND (Exact name o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 THE CUSHING MLP TOTAL RETURN FUND (Exact name of registrant as specified in its charter) Delaware (State of incorporation or organization) 35-2303963 (I.R.S. Employer Identification No.) 3300 Oak L

May 25, 2007 N-8A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-8A NOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a) OF THE INVESTMENT COMPANY ACT OF 1940

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-8A NOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a) OF THE INVESTMENT COMPANY ACT OF 1940 The undersigned investment company hereby notifies the Securities and Exchange Commission that it registers under and pursuant to the provisions of Section 8(a) of the Investment Company Act of 1940, and in connection wi

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