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CORRESP

 Simpson Thacher & Bartlett LLP

900 G STREET NW

WASHINGTON, DC 20001

TELEPHONE:
+1-202-636-5500

FACSIMILE:
+1-202-636-5502

 Direct Dial Number

 202-636-5592

 E-mail Address

Steven.Grigoriou@stblaw.com

 January 16, 2024

VIA EDGAR

 Securities and Exchange Commission

Division of Investment Management

 100 F Street, N.E.

Washington, D.C. 20549

 Attn: Christina DiAngelo Fettig and
Raymond Be

Re:
 Midcap Financial Investment Corporation

Registration Statement on Form N-14 (File No. 333-275640)

 Dear Ms. Fettig and Mr. Be:

 On
behalf of Midcap Financial Investment Corporation (the “Fund”), we hereby transmit to the staff (the “Staff”) of the Securities and Exchange Commission (the “SEC”) the
Pre-Effective Amendment No. 1 (“Amendment No. 1”) to the above referenced registration statement on Form N-14 filed with the SEC on November 17,
2023 (the “Registration Statement”) by the Fund and are providing the following responses to comments received by telephone from the Staff on December 15, 2023 and December 19, 2023. The responses and information described below
are based upon information provided to us by the Fund. Please note that all page numbers in our responses are references to the page numbers of Amendment No. 1. All capitalized terms used but not defined in this letter have the meanings given
to them in Amendment No. 1.

 Accounting Comments

1.
 Comment: On page 2 of the Registration Statement in the section titled “About this Document,”
please insert a heading titled “Supplemental Financial Information” before the fifth paragraph, which discusses the supplemental financial information required by Item 6-11 of Regulation S-X.

 Response: In response to the Staff’s comment, the Fund has revised
the Registration Statement accordingly, on page 2 of Amendment No. 1.

2.
 Comment: On page 2 of the Registration Statement in the section titled “About this Document,”
the disclosure states, “MFIC, AFT and AIF have determined that the mergers would not result in a material change in MFIC’s, AFT’s and AIF’s investment portfolio due to investment restrictions.” Please confirm if there will
be any repositioning in connection with the Mergers. Also, please confirm if the AFT and AIF investments that will be transferred to MFIC as a result of the Mergers will be “qualifying assets” for BDC purposes? If the investments are “non-qualifying assets,” would these investments represent more than 30% of MFIC’s total assets?

Securities and Exchange Commission

January 16, 2024

 Response: The Fund respectfully notes that there will be no repositioning of the
investment portfolio of MFIC, AFT or AIF in connection with the Mergers other than any repositioning in the ordinary course. As of September 30, 2023, MFIC’s portfolio consisted of approximately 93% of qualifying assets. Based on analyses
of the AFT and AIF portfolios, the Fund respectfully notes that the merged portfolios would not result in a material change in portfolios due to investment restrictions. If both the AFT Mergers and AIF Mergers were to be consummated, MFIC’s
portfolio would consist of approximately 86% of qualifying assets. In addition, any changes to the investment portfolio will be conducted in the ordinary course and would not affect the Fund’s compliance with the “qualifying assets”
test for a BDC.

3.
 Comment: With respect to the fifth paragraph of the response to the question on page 3 titled “Q:
Why am I receiving these materials?,” the disclosure states “MFIC Adviser believes that the Mergers will be in the best interests of MFIC Stockholders, AFT Stockholders and AIF Stockholders for the following reasons, among others: …
(ii) the expected accretion to net investment income per share via cost savings through operational synergies....” Please explain how the Mergers will result in cost savings for AFT Stockholders and AIF Stockholders when AFT and AIF will have
increased costs after the Mergers based on the fees and expenses table in the Registration Statement.

 Response:
In response to the Staff’s comments, the Fund has revised the disclosure accordingly, including for example on page 14 of Amendment No. 1 to explain why MFIC Adviser, AFT Adviser and AIF Adviser, as applicable, believe the Mergers are
in the best interests of the MFIC Stockholders, AFT Stockholders and AIF Stockholders.

4.
 Comment: The answer to the second question on page 11, and in disclosure throughout the Registration
Statement, indicates that MFIC Adviser will reimburse MFIC, AFT and AIF “up to a specified amount.” Please revise the disclosure to state the actual maximum amount that MFIC Adviser will reimburse each of MFIC, AFT and AIF.

 Response: In response to the Staff’s comments, the Fund has revised the disclosure accordingly, including
for example on page 12 of Amendment No. 1.

5.
 Comment: With respect to the response to the question on page 15 titled “Q: Who is responsible for
paying the expenses relating to completing the Mergers?,” please confirm if the total cost of the Mergers is approximately $7,234,111. Also, the disclosure states that AFT and AIF will bear expenses of approximately $477,813 and $419,780,
respectively, if the Mergers are not consummated. Please clarify if the expense figures for AFT and AIF take into account the $375,000 reimbursement that MFIC Adviser will pay each of AFT and AIF if the AFT Mergers or AIF Mergers are not
consummated.

 Response: In response to the Staff’s comment, the Fund respectfully confirms that it expects
(i) the total cost of the Mergers to be approximately $7,235,000 and (ii) AFT and AIF to bear expenses of approximately $478,000 and $420,000, respectively, if the Mergers are not consummated. The Fund also confirms that the estimated
expenses that AFT or AIF will bear in the event that the applicable Mergers are not consummated takes into account the reimbursement by MFIC Adviser. Moreover, in response to the Staff’s comment, the Fund has revised the disclosure accordingly,
including for example on page 18 of Amendment No. 1.

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Securities and Exchange Commission

January 16, 2024

6.
 Comment: With respect to the response to the question on page 15 titled “Q: If I’m an MFIC
Stockholder, will my expenses increase as a result of the Mergers?,” please update the disclosure to state that “As a result, the terms of the management fee and incentive fee will continue to be the same under the MFIC Advisory
Agreement.”

 Response: In response to the Staff’s comment, the Fund has revised the disclosure
accordingly, including on page 18 of Amendment No. 1.

7.
 Comment: With respect to the response to the question on pages
15-16 titled “Q: If I’m a AFT Stockholder or AIF Stockholder, will my expenses increase as a result of the Mergers?,” please include disclosure with respect to MFIC’s income incentive fee
and capital gains incentive fee.

 Response: In response to the Staff’s comment, the Fund has revised the
disclosure accordingly, including on page 18 of Amendment No. 1.

8.
 Comment: With respect to the response to the question on pages
15-16 titled “Q: If I’m a AFT Stockholder or AIF Stockholder, will my expenses increase as a result of the Mergers?,” when comparing the base management fees please also describe the differences
in such base fee calculations (e.g., based on net assets versus managed assets).

 Response: In response to the
Staff’s comment, the Fund has revised the disclosure accordingly, including on page 18 of Amendment No. 1.

9.
 Comment: With respect to the response to the question on page 16 titled “Q: What are the pro forma
costs and expenses estimated to be incurred by the combined company in the first year following completion of the Mergers?,” please revise footnotes 1-3 of the fee table to state that the closing of the
AFT Mergers are not contingent on the closing of the AIF Mergers, and vice versa.

 Response: In response to the
Staff’s comment, the Fund has revised the disclosure accordingly, including on page 19 of Amendment No. 1.

10.
 Comment: With respect to footnote 5 of the table in the response to the question on page 16 titled
“Q: What are the pro forma costs and expenses estimated to be incurred by the combined company in the first year following completion of the Mergers?”, which states that the MFIC Special Distribution was excluded from the pro forma
calculation, please (i) explain in correspondence why that approach was taken, (ii) confirm in correspondence who would be paying the AFT Stockholder Payment and AIF Stockholder Payment, and (iii) consider providing clarifying
disclosure.

 Response: In response to the Staff’s comment, the Fund respectfully notes that (i) the MFIC
Special Distribution was excluded from such pro forma calculation as such distribution would affect the net assets of the Fund and (ii) MFIC Adviser (outside of the Fund) would pay the AFT Stockholder Payment and AIF Stockholder Payment
directly to the AFT Stockholders and AIF Stockholders, respectively. In addition, the Fund has revised the disclosure accordingly in response to the comment in clause (iii) above, on page 19 of Amendment No. 1.

11.
 Comment: With respect to the response to the question on page 16 titled “Q: What are the pro forma
costs and expenses estimated to be incurred by the combined company in the first year following completion of the Mergers?”, please revise footnote 5 to the table (i) to clarify that any expenses relating to the Mergers are not included in
the pro forma calculations because MFIC Adviser will pay the expenses if the Mergers occur and (ii) to state that the pro forma calculations assume that the AFT Mergers and AIF Mergers, as the case may be, will occur.

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Securities and Exchange Commission

January 16, 2024

 Response: In response to the Staff’s comment, the Fund has revised the disclosure
accordingly, on page 19 of Amendment No. 1.

12.
 Comment: With respect to the response to the question on page 18 titled “Q: How does the investment
strategy of AFT and AIF differ from that of MFIC and what investment strategy changes are expected to occur in connection with the Mergers?”, please confirm if the differences in MFIC’s, AFT’s and AIF’s investment strategies are
disclosed in the Registration Statement. If not, please include a narrative summary or comparison discussing the differences between MFIC’s, AFT’s and AIF’s investment strategies.

Response: In response to the Staff’s comment, the Fund has revised the disclosure to include a narrative summary discussing the
differences between MFIC’s, AFT’s and AIF’s investment strategies on pages 22 of Amendment No. 1.

13.
 Comment: The second to last paragraph on page 37 of the Registration Statement states “The AFT
Special Committee also considered the similarities and differences in the types and characteristics of assets in the MFIC and AFT portfolios.” Please elaborate this disclosure by highlighting the similarities and differences in the types and
characteristics of assets in the MFIC and AFT portfolios.

 Response: In response to the Staff’s comment, the
Fund has revised the disclosure accordingly, on page 23 of Amendment No. 1.

14.
 Comment: The second to last paragraph on page 38 of the Registration Statement states “The AIF
Special Committee also considered the similarities and differences in the types and characteristics of assets in the MFIC and AIF portfolios.” Please elaborate this disclosure by highlighting the similarities and differences in the types and
characteristics of assets in the MFIC and AIF portfolios.

 Response: In response to the Staff’s comment, the
Fund has revised the disclosure accordingly, on page 23 of Amendment No. 1.

15.
 Comment: Please narratively summarize and compare MFIC’s, AFT’s and AIF’s risk factors.

 Response: In response to the Staff’s comment, the Fund has revised the disclosure accordingly on
pages 47-52 of Amendment No. 1.

16.
 Comment: In the lead-in narrative to the “Risk
Factors” section on page 40 of the Registration Statement, please confirm the file numbers and hyperlinks for AFT and AIF are correct.

Response: In response to the Staff’s comment, the Fund has ensured that the file numbers and hyperlinks are correct.

17.
 Comment: With respect to the risk factor on pages 41-42 titled
“Sales of shares of MFIC Common Stock after the completion of the Mergers may cause the trading price of MFIC Common Stock to decline”, please confirm and specify if the pro forma ownership percentages assume that both the AFT Mergers and
AIF Mergers are consummated.

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Securities and Exchange Commission

January 16, 2024

 Response: In response to the Staff’s comment, the Fund confirms that the pro
forma ownership percentages assume that both the AFT Mergers and AIF Mergers are consummated. Moreover, the Fund has revised the disclosure accordingly on page 53 of Amendment No. 1.

18.
 Comment: Please confirm in correspondence that the fees presented in the “Comparative Fees and
Expenses” table on page 47 represent current fees in accordance with Item 3 of Form N-14.

Response: In response to the Staff’s comment, the Fund respectfully confirms that the fees presented represent current fees in
accordance with Item 3 of Form N-14.

19.
 Comment: Please revise footnotes 10-12 to the “Comparative
Fees and Expenses” table to clarify that the closing of the AFT Mergers are not contingent on the closing of the AIF Mergers, and vice versa.

Response: In response to the Staff’s comment, the Fund has revised the disclosure accordingly on pages 62-63 of Amendment
No. 1.

20.
 Comment: In connection with the Mergers, the Registration Statement notes that AFT’s and AIF’s
debt will be paid off in connection with the closings of the Mergers. Please confirm in correspondence if the payment of AFT’s and AIF’s debt is taken into account in the pro forma columns of the “Comparative Fees and Expenses”
table and “Capitalization” table on pages 47 and 54, respectively, of the Registration Statement.

Response: In response to the Staff’s comment, the Fund respectfully confirms that the pro forma information takes into account the
repayment of AFT’s and AIF’s debt in connection with the closings of the Mergers. The pro forma calculations also take into account the expectation that MFIC will borrow under its senior secured credit facility in order to repay AFT’s
and AIF’s debt. In addition, the Fund has revised the disclosure accordingly on pages 67-68 of Amendment No. 1.

21.
 Comment: With respect to footnote 5 to the “Comparative Fees and Expenses” table on page 48,
please confirm the file numbers and hyperlinks for AFT and AIF are accurate.

 Response: In response to the
Staff’s comment, the Fund has ensured that the file numbers and hyperlinks are correct.

22.
 Comment: With respect to footnote 6 to the “Comparative Fees and Expenses” table on pages 48-49, please include disclosure explaining the calculation of MFIC’s capital gains incentive fee.

Response: In response to the Staff’s comment, the Fund has revised the disclosure accordingly on pages 61-62 of Amendment
No. 1.

23.
 Comment: With respect to footnote 7 to the “Comparative Fees and Expenses” table on pages 49-50, the disclosure states “As of September 30, 2023, MFIC had $1,434,497,000 in borrowings outstanding, consisting of $962,859,000 outstanding under MFIC’s senior secured credit facility,
$350,000,000 aggregate principal amount of its 2025 Notes and $125,000,000 aggregate principal amount of its 2026 Notes.” Please confirm these values are correct.

Response: In response to the Staff’s comment, the Fund has revised the disclosure accordingly to note that MFIC had $1,437,859,000
in borrowings outstanding as of September 30, 2023.

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Securities and Exchange Commission

January 16, 2024

24.
 Comment: With respect to footnote 8 to the “Comparative Fees and Expenses” table on page 50,
please revise the disclosure to note that MFIC’s “Other expenses” calculations are ba