SEC Company Response from Prospect Floating Rate & Alternative Income Fund, Inc. (CIK 0001521945) — Mar 31, 2020
Prospect Floating Rate & Alternative Income Fund, Inc. (CIK 0001521945)
Date: March 31, 2020 · CIK: 0001521945 · Accession: 0000897101-20-000218
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File numbers found in text: 333-230251
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CORRESP
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BACON LAW GROUP
Thomas C. Bacon, Principal
160 N. Sepulveda Boulevard, #349
TBacon@baconlawgroup.com
Manhattan Beach, CA 90266
(310) 880-2698
March 31, 2020
VIA EDGAR
Christina DiAngelo Fettig
Karen Rossotto
Securities and Exchange Commission
100 F. Street, NE
Washington DC 20549
Re: TP Flexible Income Fund, Inc.
Post-Effective Amendment No. 1 to
Registration Statement on Form N-2 (SEC File No. 333-230251)
Dear Ms. Fettig and Ms. Rossotto:
On behalf of TP Flexible Income Fund, Inc. (the
“Company”), we transmitted for filing under the Securities Act of 1933, as amended (the “Securities Act”),
a copy of the Company’s Post-Effective Amendment No. 1 (“Amendment No. 1”) to Registration Statement on
Form N-2 (SEC File No. 333-230251) (the “Registration Statement”) on March 31, 2020 for the registration of $300,000,000
in shares of the Company’s Class A common stock, par value $0.001 per share (the “Common Stock”). The Registration
Statement relates to the continuous offering of the Common Stock in reliance on Rule 415 under the Securities Act and was declared
effective by the staff of the Securities and Exchange Commission (the “SEC”) on September 26, 2019. The Company is
not registering any additional securities through Amendment No. 1.
The Company respectfully requests that the staff
of the SEC afford the Registration Statement selective review in accordance with Securities Act Release No. 6510 (February 15,
1984). The disclosure contained in Amendment No. 1 is substantially similar to the disclosure contained in the Registration Statement
declared effective on September 26, 2020, except for the inclusion of updated financial statements and certain other data of the
Company pursuant to Section 10(a)(3) of the Securities Act.
To facilitate your review, we will deliver to
you via email an as-filed courtesy copy of Amendment No. 1, including one that is marked to show changes against the Registration
Statement declared effective on September 26, 2020.
If you have any questions concerning the foregoing,
please call Thomas C. Bacon at (310) 880-2698 or Cynthia Beyea at (202) 383-0472.
Very truly yours,
/s/ Thomas C. Bacon
Thomas C. Bacon, Esq.
Attorney for TP Flexible Income Fund, Inc.