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SEC Company Response from FS KKR Capital Corp (FSK) (CIK 0001422183) (FSK) — Jun 2, 2016

FS KKR Capital Corp (FSK) (CIK 0001422183)
Date: June 2, 2016 · CIK: 0001422183 · Accession: 0001193125-16-610834

Offering / Registration Process Regulatory Compliance Financial Reporting

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File numbers found in text: 333-205180

Date
June 2, 2016
Author
Vice President
Form
CORRESP
Company
FS KKR Capital Corp (FSK) (CIK 0001422183)

Letter

FS INVESTMENT CORPORATION

201 ROUSE BOULEVARD

PHILADELPHIA, PENNSYLVANIA 19112

(215) 495-1150

June 2, 2016

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Investment Management

100 F Street, N.E.

Washington, DC 20549

Attn: James E. O’Connor, Esq.

Re:

FS Investment Corporation

Post-Effective Amendment No. 2 to the Registration Statement on Form N-2

File Number 333-205180

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, FS Investment Corporation, a Maryland corporation (the “Company”), respectfully requests acceleration of the effective date of Post-Effective Amendment No. 2 to the Registration Statement on Form N-2 (File No. 333-205180) (the “Registration Statement”) so that such Registration Statement may be declared effective at 4:00 p.m. or such earlier time as is convenient on Friday, June 3, 2016, or as soon as practicable thereafter.

We request that we be notified of such effectiveness by a telephone call to James A. Lebovitz of Dechert LLP at (215) 994-2510, and that such effectiveness also be confirmed in writing.

The Company hereby acknowledges that (i) should the U.S. Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; (ii) the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and (iii) the Company may not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Very truly yours,
FS INVESTMENT CORPORATION

Show Raw Text
CORRESP
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CORRESP

 FS INVESTMENT CORPORATION

201 ROUSE BOULEVARD

 PHILADELPHIA,
PENNSYLVANIA 19112

 (215) 495-1150

June 2, 2016

 VIA EDGAR

U.S. Securities and Exchange Commission

 Division of Investment
Management

 100 F Street, N.E.

 Washington, DC 20549

Attn: James E. O’Connor, Esq.

Re:

FS Investment Corporation

Post-Effective Amendment No. 2 to the Registration Statement on Form N-2

File Number 333-205180

 Ladies and Gentlemen:

 Pursuant
to Rule 461 under the Securities Act of 1933, as amended, FS Investment Corporation, a Maryland corporation (the “Company”), respectfully requests acceleration of the effective date of Post-Effective Amendment No. 2 to the
Registration Statement on Form N-2 (File No. 333-205180) (the “Registration Statement”) so that such Registration Statement may be declared effective at 4:00 p.m. or such earlier time as is convenient on Friday, June 3,
2016, or as soon as practicable thereafter.

 We request that we be notified of such effectiveness by a telephone call to James A. Lebovitz of Dechert LLP
at (215) 994-2510, and that such effectiveness also be confirmed in writing.

 The Company hereby acknowledges that (i) should the U.S.
Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from
taking any action with respect to the filing; (ii) the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy
and accuracy of the disclosure in the filing; and (iii) the Company may not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Very truly yours,

FS INVESTMENT CORPORATION

By:

 /s/ Stephen S. Sypherd

Name:

Stephen S. Sypherd

Title:

Vice President