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SEC Company Response from PennantPark Floating Rate Capital Ltd. (PFLA, PFLT) (CIK 0001504619) (PFLA) — Jun 24, 2015

PennantPark Floating Rate Capital Ltd. (PFLA, PFLT) (CIK 0001504619)
Date: June 24, 2015 · CIK: 0001504619 · Accession: 0001193125-15-233665

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File numbers found in text: 333-204272, 814-00891

Date
June 24, 2015
Author
Arthur H. Penn
Form
CORRESP
Company
PennantPark Floating Rate Capital Ltd. (PFLA, PFLT) (CIK 0001504619)

Letter

VIA EDGAR Division of Investment Management Securities and Exchange Commission Washington, D.C. 20549-0504 Re: PennantPark Floating Rate Capital Ltd. Registration Statement on Form N-14 File Nos. 333-204272; 814-00891

Dear Ms. Vroman-Lee:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, PennantPark Floating Rate Capital Ltd. (“Registrant”) hereby requests that the effective date of the above-referenced Registration Statement on Form N-14 be accelerated so that the Registration Statement may become effective at 4:00 pm, Eastern Time, on June 25, 2015, or as soon as practicable thereafter.

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

The Registrant requests that notification of such effectiveness be made by telephone call to William J. Tuttle of Dechert LLP, legal counsel to the Registrant at 202-261-3352.

Very truly yours,
PENNANTPARK FLOATING RATE CAPITAL LTD.

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CORRESP
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filename1.htm

Acceleration Request

 PENNANTPARK FLOATING RATE CAPITAL LTD.

590 Madison Avenue, 15th Floor

New York, New York 10022

 VIA EDGAR

 June 24, 2015

 Ashley Vroman-Lee

Division of Investment Management

 Securities and Exchange
Commission

 100 F Street, N.E.

 Washington, D.C. 20549-0504

Re:
PennantPark Floating Rate Capital Ltd.

 Registration Statement on Form N-14

File Nos. 333-204272; 814-00891

Dear Ms. Vroman-Lee:

 Pursuant to Rule 461 under the Securities
Act of 1933, as amended, PennantPark Floating Rate Capital Ltd. (“Registrant”) hereby requests that the effective date of the above-referenced Registration Statement on Form N-14 be accelerated so that the Registration Statement may become
effective at 4:00 pm, Eastern Time, on June 25, 2015, or as soon as practicable thereafter.

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

 The Registrant requests that notification of such effectiveness be made by telephone call to William J. Tuttle of
Dechert LLP, legal counsel to the Registrant at 202-261-3352.

 Very truly yours,

PENNANTPARK FLOATING RATE CAPITAL LTD.

By:

 /s/ Arthur H. Penn

Name:

Arthur H. Penn

Title:

Chief Executive Officer