CULLEN FUNDS TRUST (Form: 485BPOS, Received: 02/14/2007 13:10:41)

Filed with the Securities and Exchange Commission on February 14, 2007

1933 Act Registration File No. 333-33302

1940 Act File No. 811-9871

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933	x
Pre-Effective Amendment No.	¨
Post-Effective Amendment No. 19	x
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940	x
Amendment No. 21	x

CULLEN FUNDS TRUST

(Exact Name of Registrant as Specified in Charter)

(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, including Area Code: (212) 843-0506

(Name and Address of Agent for Service)

Copies of all communications to:

Rodney A. DeWalt, Esq.

U.S. Bancorp Fund Services, LLC

615 East Michigan Street, 2 ^nd Floor

Approximate Date of Proposed Public Offering: As soon as practical after the effective date of this Registration Statement.

It is proposed that this filing will become effective (check appropriate box)

x	immediately upon filing pursuant to paragraph (b)
¨	on pursuant to paragraph (b)
¨	60 days after filing pursuant to paragraph (a)(1)
¨	on pursuant to paragraph (a)(1)
¨	75 days after filing pursuant to paragraph (a)(2)
¨	on pursuant to paragraph (a)(2) of Rule 485.

If appropriate, check the following box.

[ ] this post-effective amendment designates a new effective date for a previously filed post-effective amendment.

This amendment consists of the following:

(1)	Facing sheet of the Registration Statement; and

(2)	Part C of the Registration Statement (including signature page).

The Prospectus and Statement of Additional Information are incorporated by reference from Post-Effective Amendment No. 18 to this Registration Statement filed on October 27, 2006.

This amendment is being filed in order to file a Certificate of Correction as Exhibit EX-99.a.iii, and the legal opinion for the Cullen International High Dividend Fund as Exhibit EX-99.i.

CULLEN FUNDS TRUST

PART C

OTHER INFORMATION

Item 23. EXHIBITS.

(a)

Declaration of Trust

(i)	Certificate of Trust ¹

(ii)	Agreement and Declaration of Trust ¹

(iii)

Certificate of Correction - filed herewith.

(b)

Bylaws ¹

(c)

Instruments Defining Rights of Security Holders — Incorporated by reference to the Agreement and Declaration of Trust and Bylaws.

(d)

Advisory Agreement ²

(i)	Advisory Agreement on behalf of Cullen High Dividend Equity Fund ³

(ii)	Advisory Agreement on behalf of Cullen International High Dividend Fund ⁷

(e)

Underwriting Agreement ²

(i)	Exhibit A including Cullen High Dividend Equity Fund ³

(ii)	Amendment to Underwriting Agreement dated November 11, 2005 ⁸

(iii)

Amendment to Underwriting Agreement dated April 13, 2006 ⁸

(f)

Bonus or Profit Sharing Contracts - Not applicable.

(g)

Custody Agreement

⁽ⁱ⁾

Custody Agreement - USBFS ⁷

(ii)

Custody Agreement - Bank of New York ⁷

(h)

Other Material Contracts

(i)	Administration Agreement ⁷

(ii)	Transfer Agent Servicing Agreement ⁷

(iii)

Fund Accounting Servicing Agreement ⁷

(iv)	Fulfillment Servicing Agreement ⁷

(v)	Power of Attorney ³

(vi)	Prospect Servicing Agreement ⁷

(i)

Legal Opinions

(i)

Opinion and Consent of Counsel for the Cullen High Dividend Equity Fund ^3,
6

(ii)

Opinion and Consent of Counsel for the Cullen International High Dividend Fund - filed herewith.

(j)

Consent of Independent Registered Public Accounting Firm ⁸

(k)

Omitted Financial Statements - Not applicable.

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(l)

Agreement Relating to Initial Capital

(i)

Related to Cullen High Dividend Equity Fund ³

(ii)

Related to Cullen International High Dividend Fund ⁷

(m)

Rule 12b-1 Plan ⁵

(n)

Rule 18f-3 Plan ⁴

(o)

Reserved .

(p)

Code of Ethics ⁸

¹ Incorporated by reference to Registrant’s Initial Filing of the Registration Statement filed March 27, 2000 under file numbers 333-33302 and 811-9871.

² Incorporated by the reference to Registrant’s Pre-Effective Amendment No. 1 to the Registration Statement filed May 23, 2000 under file numbers 333-33302 and 811-9871.

³ Incorporated by reference to Registrant’s Post-Effective Amendment No. 4 filed July 31, 2003 under file numbers 333-33302 and 811-9871.

⁴ Incorporated by reference to Registrant’s Post-Effective Amendment No. 6 filed August 2, 2004 under file numbers 333-33302 and 811-9871.

⁵ Incorporated by reference to Registrant’s Post-Effective Amendment No. 9 filed October 5, 2004 under file numbers 333-33302 and 811-9871.

⁶ Incorporated by reference to Registrant’s Post-Effective Amendment No. 10 filed October 7, 2004 under file numbers 333-33302 and 811-9871.

⁷ Incorporated by reference to Registrant’s Post-Effective Amendment No. 17 filed December 15, 2005 under file numbers 333-33302 and 811-9871.

⁸ Incorporated by reference to Registrant’s Post-Effective Amendment No. 18 filed October 27, 2006 under file numbers 333-33302 and 811-9871.

Item 24. Persons Controlled by or Under Common Control with Registrant.

No person is directly or indirectly controlled by or under common control with the Registrant.

Item 25. Indemnification.

Reference is made to Article VII of the Registrant’s Agreement and Declaration of Trust.

Pursuant to Rule 484 under the Securities Act of 1933, as amended, the Registrant furnishes the following undertaking: “Insofar as indemnification for liability arising under the Securities Act of 1933 (the “Act”) may be permitted to trustees, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that, in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a trustee, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such trustee, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.”

Item 26. Business and Other Connections of the Investment Adviser.

Cullen Capital Management LLC serves as the investment adviser for the Registrant. The business and other connections of Cullen Capital Management LLC are set forth in the Uniform Application for Investment Adviser Registration (“Form ADV”) of Cullen Capital Management LLC as filed with the SEC on August 31, 2006 and which is incorporated by reference herein.

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Item 27. Principal Underwriter.

(a) Quasar Distributors, LLC, the Registrant’s principal underwriter, acts as principal underwriter for the following investment companies:

Advisors Series Trust	The Jensen Portfolio, Inc.
AIP Alternative Strategies Funds	Julius Baer Investment Funds
AIP Underlying Funds Trust	The Kensington Funds
AIP Variable Insurance Trust	Keystone Mutual Funds
Allied Asset Advisors Funds	Kiewit Investment Fund L.P.
Alpine Equity Trust	Kirr, Marbach Partners Funds, Inc.
Alpine Income Trust	LKCM Funds
Alpine Series Trust	Masters’ Select Funds
Brandes Investment Trust	Matrix Advisors Value Fund, Inc.
Brandywine Blue Fund, Inc.	Monetta Fund, Inc.
Brazos Mutual Funds	Monetta Trust
Bridges Investment Fund, Inc.	The MP 63 Fund, Inc.
Buffalo Funds	MUTUALS.com
Buffalo Balanced Fund, Inc.	Nicholas Equity Income Fund, Inc.
Buffalo High Yield Fund, Inc.	Nicholas Family of Funds, Inc.
Buffalo Large Cap Fund, Inc.	Nicholas Fund, Inc.
Buffalo Small Cap Fund, Inc.	Nicholas High Income Fund, Inc.
Buffalo USA Global Fund, Inc.	Nicholas II, Inc.
Country Mutual Funds Trust	Nicholas Limited Edition, Inc.
Cullen Funds Trust	Nicholas Money Market Fund, Inc.
Everest Funds	Permanent Portfolio Funds
FFTW Funds, Inc.	P erritt Funds, Inc.
First American Funds, Inc.	P erritt MicroCap Opportunities Fund, Inc.
First American Investment Funds, Inc.	PRIMECAP Odyssey Funds
First American Strategy Funds, Inc.	Professionally Managed Portfolios
Fort Pitt Capital Funds	Prudent Bear Funds, Inc.
The Glenmede Fund, Inc.	The Purisima Funds
The Glenmede Portfolios	Quaker Investment Trust
Greenspring Fund	Rainier Investment Management Mutual Funds
Guinness Atkinson Funds	Rockland Trust
Harding, Loevner Funds, Inc.	Skyhawk Small Cap Fund
The Hennessy Funds, Inc.	Summit Mutual Funds, Inc.
Hennessy Mutual Funds, Inc.	Thompson Plumb Funds, Inc.
Hotchkis and Wiley Funds	TIFF Investment Program, Inc.
Intrepid Capital Management Funds Trust	Trust For Professional Managers
Jacob Internet Fund Inc.	Wexford Trust

(b) To the best of Registrant’s knowledge, the directors and executive officers of Quasar Distributors, LLC are as follows:

Name and Principal

Business Address

Position and Offices with Quasar

Distributors, LLC

Positions and Offices with

Registrant

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Name and Principal

Business Address

Position and Offices with Quasar

Distributors, LLC

Positions and Offices with

Registrant

James R. Schoenike	President, Board Member	None
Andrew Strnad	Secretary	None
Joe Redwine	Board Member	None
Bob Kern	Board Member	None
Eric W. Falkeis	Board Member	Treasurer
Teresa Cowan	Assistant Secretary	None
The address of each of the foregoing is 615 East Michigan Street, Milwaukee, Wisconsin, 53202.

(c) The following table sets forth the commissions and other compensation received, directly or indirectly, from the Funds during the last fiscal year by the principal underwriter who is not an affiliated person of the Funds.

(1) Name of Principal Underwriter	(2) Net Underwriting Discounts and Commission	(3) Compensation on Redemption and Repurchases	(4) Brokerage Commissions	(5) Other Compensation
Quasar Distributors, LLC	None	None	None	$14,381

Item 28. Location of Accounts and Records.

The books and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 are maintained in the following locations:

Records Relating to :	Are located at:
Registrant’s Fund Accounting, Administrator and Transfer Agent	U.S. Bancorp Fund Services, LLC 615 East Michigan Street Milwaukee, WI 53202
Registrant’s Investment Adviser	Cullen Capital Management LLC 645 Fifth Avenue New York, NY 10022
Registrant’s Custodian	U.S. Bank, N.A. 1555 North RiverCenter Drive, Suite 302 Milwaukee, Wisconsin 53212
	Bank of New York One Wall Street New York, New York 10286

Item 29. Management Services Not Discussed in Parts A and B.

Not applicable.

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Item 30. Undertakings.

The Registrant hereby undertakes to furnish each person to whom a Prospectus for one or more of the series of the Registrant is delivered with a copy of the relevant latest annual report to shareholders, upon request and without charge.

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this Registration Statement under Rule 485(b) under the Securities Act of 1933 and has duly caused this Registration Statement to be signed below on its behalf by the undersigned, thereunto duly authorized, in the City of Milwaukee and State of Wisconsin, on the 14 ^th day of February 2007.

CULLEN FUNDS TRUST

By: /s/ James P. Cullen

James P. Cullen

President

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below on February 14, 2007 by the following persons in the capacities indicated.

Signat ure	Title
/s/ James P. Cullen James P. Cullen	Trustee and President
/s/ Dr. Curtis J. Flanagan* Dr. Curtis J. Flanagan	Trustee
/s/ Matthew J. Dodds* Matthew J. Dodds	Independent Trustee
/s/ Stephen G. Fredericks* Stephen G. Fredericks	Independent Trustee
/s/ Robert J. Garry* Robert J. Garry	Independent Trustee
/s/ Brenda S.Pons B renda S. Pons	Treasurer and Principal Accounting Officer
*By /s/ James P. Cullen James P. Cullen Attorney in Fact

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EXHIBITS INDEX

Exhibit	Exhibit No.
Opinion and Consent of Counsel	EX-99.i
Certificate of Correction	EX-99.a.iii

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The Trustees of Cullen Funds Trust

Re: Cullen Funds Trust - Cullen International High Dividend Fund

Ladies and Gentlemen:

We have acted as special Delaware counsel for Cullen Funds Trust, a Delaware statutory trust (the "Trust"), in connection with the matters relating to the shares of beneficial interest in Cullen International High Dividend Fund (the “Shares”). At your request, this opinion is being furnished to you. Capitalized terms used herein and not otherwise defined are used as defined in, or by reference in, the Agreement and Declaration of Trust, effective March 25, 2000, by James P. Cullen, as initial trustee, as amended by the Trustees of the Trust at a meeting held on May 10, 2001 (the “Declaration”).

For purposes of giving the opinions hereinafter set forth, our examination of documents has been limited to the examination of originals or copies of the following:

(a) A certified copy of the Certificate of Trust of the Trust (the "Certificate of Trust") which was filed with the Secretary of State of the State of Delaware (the "Secretary of State") and effective on March 25, 2000 and related Certificate of Correction of Certificate of Trust (the “Certificate of Correction”);

(b) The Declaration;

(d) A certificate of the Secretary of the Trust dated January 25, 2007 (the “Certificate”) (i) setting forth Resolutions of the Board of Trustees approved at a meeting of the Trustees held on August 16, 2005 (the “Resolutions") which authorized the Cullen International High Dividend Fund as a series of the Trust (the "Series") and authorized Retail Class Shares, Class C Shares, and Class I Shares of the Series; and (ii) certifying as to the truth and accuracy of the Resolutions;

The Trustees of Cullen Funds Trust

February 8, 2007

Page 2

(e) The Statement of Additional Information dated October 27, 2006 relating to the Series (the "SAI");

(f) The Prospectus relating to the Retail Class Shares and Class I Shares of the Series dated October 27, 2006 (the “Retail and Class I Prospectus”);

(g) The Prospectus relating to the Class C Shares of the Series dated October 27, 2006 (the “Class C Prospectus”); and

(h) The By-Laws of the Trust dated as of March 25, 2000 (the “By-Laws”).

For purposes of this opinion, we have not reviewed any documents other than the documents listed above (the “Reviewed Documents”). We have conducted no independent factual investigation of our own, except with respect to the Certificate of Trust, but rather have relied solely upon the Reviewed Documents, the statements and information set forth therein and the additional matters recited or assumed herein, all of which we have assumed to be true, complete and accurate in all material respects.

With respect to the Reviewed Documents, we have assumed (i) the authenticity of all documents submitted to us as authentic originals, (ii) the conformity with the originals of all documents submitted to us as copies or forms, and (iii) the genuineness of all signatures.

For the purposes of this opinion, we have assumed the following: (i) that the Reviewed Documents constitute the entire agreement between the parties thereto, will be in full force and effect and not be amended as of the date on which the Shares are issued, (ii) that no action has been taken to dissolve or terminate the Trust, (iii) except to the extent of paragraph 1 of the opinion, that each of the parties to the Reviewed Documents has been duly created, organized or formed, as the case may be, and validly existing in good standing under the laws of the jurisdiction governing its creation, organization or formation, (iv) the legal capacity of natural persons who are signatories to the Reviewed Documents, (v) that each of the parties to the Reviewed Documents has the power and authority to execute and deliver, and to perform its obligations under, such documents, (vi) that each of the parties to the Reviewed Documents will have duly authorized, executed and delivered such documents as of the date on which the Shares are issued, (vii) that each person or entity to whom a Share is to be sold to and issued by the Trust (the “Share Holders”) pays for the Shares acquired by it in accordance with the By-Laws, the Declaration and the Retail and Class I Prospectus or the Class C Prospectus, as the case may be, (viii) that the Shares are sold in the manner and in accordance with the terms and conditions set forth in the Retail and Class I Prospectus or the Class C Prospectus, as the case may be, (ix) that the books and records of the Trust set forth the names and addresses of all Share Holders in accordance with Section 1 of Article VI of the By-Laws, and (x) that the Shares are issued and sold to the Share Holders in accordance with the Retail and Class I Prospectus or the Class C Prospectus, as the case may be, and the Declaration. We have not participated in the preparation of the SAI, the Retail and Class I Prospectus, or the Class C Prospectus and assume no responsibility for their contents, other than this opinion.

The Trustees of Cullen Funds Trust

February 8, 2007

Page 3

This opinion is based upon the application of the Delaware Statutory Trust Act, 12 Del . C . Ch. 38 (the “Act”), to the matters set forth herein, which is the law of Delaware normally applicable to such matters (with the exception that we have not been asked to consider Delaware securities and blue sky laws or Delaware tax laws). We do not express an opinion as to any federal laws or the laws of any other jurisdiction. This opinion is given only with respect to laws and regulations presently in effect. We assume no obligation to advise you of any changes in law or regulation which may hereafter occur, whether the same are retroactively or prospectively applied, or to update or supplement this letter in any fashion to reflect any facts or circumstances which hereafter come to our attention.

Based upon the foregoing, and subject to the assumptions, qualifications, limitations and exceptions set forth herein, we are of the opinion that:

1. The Trust has been duly formed and is validly existing as a statutory

trust under the laws of the State of Delaware.

2. The Shares of the Series have been duly authorized. When issued and delivered to a purchaser in accordance with the Declaration, the Resolutions and the Act, and paid for by a purchaser as required by the Declaration, the Resolutions and the Act, the Shares will be validly issued, fully paid and nonassessable.

We consent to the filing of this opinion with the Securities and Exchange Commission as an exhibit to the Retail and Class I Prospectus or the Class C Prospectus, as the case may be. In giving the foregoing consents, we do not thereby admit that we come within the category of persons or entities whose consent is required under Section 7 of the Securities Act of 1933, as amended, or the rules and regulations of the Securities and Exchange Commission thereunder.

THE DELAWARE COUNSEL GROUP LLP

/s/ Ellisa Opstbaum Habbart

By: Ellisa Opstbaum Habbart, a Partner

CERTIFICATE OF CORRECTION

CERTIFICATE OF TRUST

(filed pursuant to 12 Del.C. 3810(e))

1.	The name of the statutory trust is Cullen Funds Trust.

2.	A Certificate of Trust (the “Certificate”) was filed by the Secretary of State of the State of Delaware on March 21, 2000 and that said Certificate requires correction as permitted by Section 3810(e) of the Statutory Trust Act of the State of Delaware.

3.	The inaccuracy or defect of said Certificate is that the filing of the Certificate was not intended to be and therefore the Certificate should not have been effective until March 25, 2000.

4.	The Certificate shall be corrected by adding a new paragraph 4 to read as follows:

“ 4. Effective Date. The effective date of the Certificate of Trust shall be

IN WITNESS WHEREOF , the Trustee named below has executed this Certificate of Correction this 6 ^th day of February, 2007.

By: /s/ James P. Cullen

Name: James P. Cullen