SecProbe.io

February  28, 2013

Via Email
Steven Chuslo, Esq.
Senior Vice President and General Counsel
Hannon Armstrong Sustainable Infrastructure Capital, Inc.
1906 Towne Centre Blvd.
Annapolis, MD  21401

Re: Hannon Armstrong Sustainable Infrastructure Capital, Inc .
Registration Statement on Form S -11
Filed February 15, 2013
File No. 333 -186711

Dear Mr. Chuslo :

We have reviewed your registration statement  and have the following comments.
In some of our comments, we may ask you to provide us with information so we may
better understand your disclosure.

Please respond to this letter by amending your registration statement and
providing the requested information .  If you do not believe our comments apply to your
facts and circumstances or do not believe an amendment is appropriate, please tell us why
in your response.

After reviewing any amendment to your registration statement and the
information you provide in response to these  comments, we may have  additional
comments.

Management’s Discussion and Analysis of Financial Condition and Results of
Operations, page 62

Results of Operations, page 72

Investment in Financing Receivables, page 72

1. We note your response to prior comment 7 and your revisions to your filing.
Please further revise your filing to disaggre gate the fina ncing receivables
information for (1)  after five years through ten years  and (2) after ten years.  In
addition, state the weighted average yield for each range of maturities.  Further,
please tell us how you determined that you did not need to  provide disclosures
from Item II of Guide 3 for your securitization assets .

Steven Chuslo, Esq.
Hannon Armstrong Sustainable Infrastructure Capital, Inc.
February 28 , 2013
Page 2

Financial Statements of Hannon Armstrong Capital, LLC for the interim period ended
December 31, 2012

Notes to Condensed Consolidated Financial Statements, page F -14

2. Summ ary of Significant Accounting Policies, page F -14

Modifications to Investments in Financing Receivables and Debt, page F -16

2. We note your response to prior comment 6 and your revisions to your filing.
Please tell us and revise your filing to disclose whe ther or not the modification
resulted in the modified financing receivable having an effective yield that is at
least equal to the effective yield for the original financing receivable.  Please refer
to paragraph 9 of ASC 310 -20-35.

Financial Statements of Hannon Armstrong Capital, LLC for the year  ended September
30, 2012, page F -27

Consolidated Statements of Operations, page F -29

3. We note your response to prior comment 8 and your revisions to your filing.
Your revisions did not address our comment, as  such, our comment will be
reissued.  Please further revise your filing to present “(Loss) income from equity
method investments in affiliate” within other expenses, net.  Please refer to Rule
9-04 of Regulation S -X.

We urge all persons who are responsi ble for the accuracy and adequacy of the
disclosure in the filing to be certain that the filing includes the information the Securities
Act of 193 3 and all applicable Securities  Act rules require.   Since the company and its
management are in possession of all facts relating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.

Notwithstanding our comments, in the event you request acceleration of the
effective date of the pending regist ration sta tement please provide  a written statement
from the company acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority,
declare the filing effective, it does not foreclose the Commission from taking any
action with respe ct to the filing;

 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 filin g; and

Steven Chuslo, Esq.
Hannon Armstrong Sustainable Infrastructure Capital, Inc.
February 28 , 2013
Page 3

  the company may not assert staff comments and the declaration of effectiveness
as a defense in any proceeding initiated by the Commission or any person under
the federal securities laws of the United States.

Please refer to Rules 460 and 461 reg arding requests for  acceleration .  We will
consider a written request for acceleration of the effective date of the registration
statement as confirmation of the fact that those requesting acceleration are aware of their
respective responsibilities under t he Securities Act of 1933 and the Securities Exchange
Act of 1934 as they relate to the proposed public offering of the securities specified in the
above registration statement.  Please allow adequate time  for us to review any
amendment prior to the reques ted effective date of the registration statement.

You may contact Jennifer Monick, Staff Accountant, at (202) 551 -3295 or Kevin
Woody, Accounting Branch Chief, at (202) 551 -3629 if you have questions regarding
comments on the financial statements and r elated matters. With respect to questions
relating to our comment regarding the Investment Company Act, please contact Steve
Packs  in the Division of Investment Management at (202) 551 -6853 . Please contact
Angela McHale , at (202) 551 -3402  or me at (202) 55 1-3655 with any other questions .

     Sincerely,

     /s/ Sonia Barros

     Sonia Barros
     Special Counsel