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CORRESP
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CORRESP

 Simpson Thacher & Bartlett LLP

900 G STREET NW

WASHINGTON, D.C. 20001

TELEPHONE: +1-212-455-2000

 FACSIMILE:
+1-212-455-2502

 Direct Dial Number

(202) 636-5543

 E-mail Address

rajib.chanda@stblaw.com

 Via EDGAR

Securities and Exchange Commission

Division of Investment Management

100 F Street, N.E.

 Washington,
D.C. 20549

 Attn: Lisa Larkin and Lauren Hamilton

    

 Re:  

 Blackstone Private Credit Fund

Registration Statement on Form N-2

(File No. 333-264426)

 Ladies and Gentlemen:

On behalf of Blackstone Private Credit Fund (the “Fund”), a business development company, we hereby provide
responses (i) to the comments (the “Initial Comments”) from the staff (the “Staff”) of the Division of Investment Management of the U.S. Securities and Exchange Commission (the “Commission”) communicated on
August 30 and September 20, 2023 and (ii) the supplemental comments (the “Supplemental Comments”) from the Staff of the Commission communicated via email on March 22, 2024 regarding
Pre-Effective Amendment No. 5 (the “Amendment No. 5”) to the above-referenced registration statement on Form N-2, filed on August 25, 2023
(collectively with the Pre-Effective Amendment No. 1 filed on July 25, 2022, the Pre-Effective Amendment No. 2 filed on October 14, 2022, the Pre-Effective Amendment No. 3 filed on December 16, 2022, and the Pre-Effective Amendment No. 4 filed on January 13, 2023, the “Registration
Statement”) in connection with an offering of unsecured notes issued by the Fund (the “Notes”).

 The Fund
anticipates filing in the near future an additional pre-effective amendment, Amendment No. 6, which will include the revisions to the Registration Statement in response to the Initial Comments and the
Supplemental Comments contained herein, as applicable and appropriate, and to otherwise update disclosure in the ordinary course. Where the Fund will revise disclosure in the Registration Statement in response to a comment, additions are underlined and deletions are struck.

For convenience of reference, the Staff’s Initial Comments and Supplemental Comments have been reproduced herein. Please
note that all page numbers in our responses are references to the page numbers of Amendment No. 5. All capitalized terms used but not defined in this letter have the meanings given to them in Amendment No. 5 or the Co-Investment Order (as defined herein).

Securities and Exchange Commission

June 25, 2024

 Initial
Comments

 Disclosure Comments

1.  Disclosure on the cover states that the Fund seeks to meet its investment objectives by, among other things,
“employing a defensive investment approach focused on long-term credit performance and principal protection, generally investing in loans with asset coverage ratios and interest coverage ratios that the Adviser
believes provide substantial credit protection, and also seeking favorable financial protections, including, where the Adviser believes necessary, financial maintenance covenants and incurrence
covenants;” (Emphasis added.) Please revise disclosure to state in plain English what is meant by “incurrence covenants.”

Response: The Fund confirms that it will revise the disclosure, as follows:

employing a defensive investment approach focused on long-term credit performance and principal protection, generally
investing in loans with asset coverage ratios and interest coverage ratios that the Adviser believes provide substantial credit protection, and also seeking favorable financial protections, including, where the Adviser believes necessary, one or more financial maintenance covenants and incurrence
covenants (i.e., covenants that are tested when affirmative action is taken, such as the incurrence of
additional debt and/or making dividend payments);

 2.  With
respect to disclosure in the Prospectus Summary under the sub-section titled “Blackstone Investment,” please confirm that the investments disclosed in such disclosure were
effected in compliance with any applicable laws and/or exemptive relief, or otherwise confirm that the aforementioned disclosure is not disclosure new to the Registration Statement.

Response: The Fund confirms that the investments noted in the aforementioned disclosure were made in compliance with
applicable laws and not made in reliance on exemptive relief. The Fund notes that the aforementioned disclosure, with updates to the total investment amount, has been included consistently in the Fund’s registration statements for its
continuous offerings of common shares of beneficial interest since September 2, 2021 (File No. 333-259276).

3.  The Staff notes that disclosure in the Prospectus Summary, under the section titled “Blackstone Credit
Strengths,” is substantively identical to disclosure in “The Company—Blackstone Credit Strengths” sub-section. Please consider streamlining disclosure in the Prospectus Summary or otherwise
include a cross-reference, where appropriate, to “The Company—Blackstone Credit Strengths” section of the Prospectus.

Response: The Fund respectfully notes that it is common practice to include robust disclosure about the Fund, its
investment adviser and/or their affiliates’ strengths and capabilities in both the Prospectus Summary and elsewhere in the Prospectus. The Fund further notes that, because they believe it to be more investor friendly, the Fund and underwriters
for the instant offering prefer to prominently disclose such information for the benefit of potential investors. For the foregoing reasons, the Fund respectfully declines to make the requested change. In addition, the Fund notes that
“Blackstone Credit” will be revised to “Blackstone Credit & Insurance.”

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Securities and Exchange Commission

June 25, 2024

4.  Disclosure in the Prospectus Summary and The Company sections, under the
sub-sections titled “Blackstone Credit Strengths—Ability to Provide Scale, Differentiated Capital Solutions,’’ states in footnotes 5 and 26 thereto,
respectively, that the source of relevant information is based “on Blackstone Credit analysis of company earnings presentations and calls, as of December 31, 2022 and latest publicly available
data.” (Emphasis added.) The Staff believes that the phrase “latest publicly available data” is overly broad. Please revise disclosure to narrow the scope of the source(s) of such
information.

 Response: The Fund confirms that it will remove the disclosure referenced in the Staff’s
comment.

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Securities and Exchange Commission

June 25, 2024

5.  Disclosure in the Prospectus Summary and The Company sections, under the
sub-sections titled “Market Opportunity—Opportunity in U.S. Private Companies—Limited Investment Competition,” states that the Fund’s
investments provide borrowers with “additional benefits over issuing debt in the syndicated loan and high yield markets, including: (i) fully committed financing with no flex language, which can be a competitive
advantage in auction processes; (ii) a single, rational holder of debt; (iii) limiting management distraction by avoiding roadshows and, potentially, rating agencies; (iv) eliminating the risk
of costly bridge loans; (v) eliminating the cost and administrative obligations associated with being a public registrant; and (vii) maintaining the borrowers’ confidentiality should they
prefer not to make their financial results available in the public domain.” Please revise prongs (i) and (ii) so that they are in plain English.

Response: The Fund confirms that it will revise the disclosure by deleting the paragraph in its entirety.

6.  With respect to disclosure in the Prospectus Summary and The Company sections, under the sub-sections titled “Investment Selection—Diversification,” please confirm whether the disclosure and sub-section heading are
accurate and appropriate given the fact that the Fund is non-diversified.

Response: While respectfully noting that it may update the disclosure further in the ordinary course, the Fund confirms
that it will revise the disclosure, as follows, in response to the Staff’s comment regarding the fact that the Fund is non-diversified:

Diversification
Broad Exposure. The Adviser seeks to invest broadly among companies and industries
and issuers, thereby potentially reducing the risk of a
downturn in any one company or industry having a disproportionate impact on the value of the Company’sFund’s portfolio.

7.  With respect to disclosure in the Risk Factors section under the sub-sections
titled “Risks Related to Our Business and Structure—Our Board of Trustees may change our operating policies and strategies without prior notice or shareholder approval, the effects of which may be adverse to our results of operations and
financial condition,” please confirm whether changes to the Fund’s policy of investing at least 80% of its total assets in private credit investments is subject to shareholder approval.

Response: The Fund notes that its 80% investment policy is not a fundamental policy and, therefore, a change to the
Fund’s 80% investment policy would not require shareholder approval. As disclosed under “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview and Investment Framework,” the
Fund notes further that, if it were to change its 80% investment policy, it would provide

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Securities and Exchange Commission

June 25, 2024

shareholders with at least 60 days’ notice of such change(s). The Fund confirms that it will clarify the disclosure, as follows:

Our Board of Trustees has the authority to modify or waive our current operating policies, investment criteria and strategies
without prior notice and without shareholder approval, unless required by the 1940 Act or applicable law. We cannot predict the effect any changes to our current operating policies, investment criteria and strategies would have on our business, NAV, operating results and value of our shares.

[…]

8.  With respect to disclosure in the Risk Factors section under the sub-sections
titled “Risks Related to Our Investments—Risk Retention Vehicles,” please provide an analysis and explain how the risk retention vehicles operate consistent with Sections 17 and 57 of the 1940 Act, Rule 17
under the 1940 Act and the Company’s exemptive order.

 Response: The Fund will
clarify that the Fund will only invest in CLO securities and warehouse investments directly or indirectly through Risk Retention Vehicles that are not controlled by the Adviser or its affiliates, other than Risk Retention Vehicles that may be
controlled by the Fund which would not implicate Sections 17 and 57 of the 1940 Act and Rule 17 thereunder.

 To the extent
that an affiliated Risk Retention Vehicle has co-invested or in the future co-invests alongside the Fund in CLO securities, warehouse investments and/or other securities
or investments, it has done so or would do so in compliance with the 1940 Act and the Fund’s exemptive relief that allows the Fund to engage in co-investment transactions with the Adviser and its
affiliates, subject to certain terms and conditions thereunder (the “Co-Investment Order”).1 Please also see the response to Supplemental Comment
1.a., contained herein.

 In response to the Staff’s comment, the Fund will further clarify disclosure in respect of
the foregoing, as noted in the response to Supplemental Comment 1.b., contained herein.

 9.  The Staff notes that
disclosure in the Risk Factors section under the sub-sections titled “Risks Related to the Adviser and Its Affiliates—There may be conflicts of interest related to obligations that the
Adviser’s senior management and Investment Team have to Other Clients” states: “These activities could be viewed as creating a conflict of interest in that the time and effort of
the members of the Adviser, its affiliates and their officers and employees will not be devoted exclusively to our business, but will be allocated between us and such other business activities of the Adviser and its
affiliates in a manner that the Adviser deems necessary and appropriate.” Please add to the end of the foregoing sentence “consistent with its fiduciary duties and the 1940 Act and the rules
promulgated thereunder.”

1 Blackstone / GSO Floating Rate Enhanced Income Fund et al. Investment Company Act Rel.
No. 34427 (Order), dated November 29, 2021, available at: https://www.sec.gov/Archives/edgar/data/1710523/999999999721005885/filename1.pdf, as amended by Blackstone Floating Rate Enhanced Income Fund, et al. Investment Company Act Rel.
No. 34612 (Order), dated June 7, 2022, available at: https://www.sec.gov/files/rules/ic/2022/ic-34612.pdf.

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Securities and Exchange Commission

June 25, 2024

Response: The Fund confirms that it will make the requested change in response to the Staff’s comment.

10.  Disclosure in the Prospectus Summary and The Company sections under the
sub-sections titled “Blackstone Credit Strengths—Value-Added Capital Provider and Partner Leveraging the Blackstone Value Creation Program” states that
“[t]he preferred partnership program also assists smaller and medium sized companies in gaining access to … and helped companies correct 90 critical cybersecurity issues.” Please revise this
disclosure to be in plain English.

 Response: While respectfully noting that it may update the disclosure
further in the ordinary course, the Fund confirms that it will revise the disclosure, as follows, in response to the Staff’s comment to revise this disclosure to be in plain English:

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Securities and Exchange Commission

June 25, 2024

The preferred partnership program also assists smaller and medium sized companies in gaining access to enterprise level sales
teams
whichthat can be more attentive in addressing service issues theythese companies may experience. One of the biggest differentiators within the program is our access to the Blackstone Sourcing Center, which is a team of
13+ procurement professionals, who run eRFPs and eAuctions for companies at no cost. This team has run over 280 projects and tensioned over $750 million worth of RFPs and eAuctions for
Blackstone Credit companies. As of June 30As of December 31, 2023, the Blackstone
Value Creation Program has reduced costs byidentified approximately $284323 million in cost reductions across Blackstone Credit &
Insurance’s portfolio since inception of the
program in 2016.[1513] (ii)
On the revenue generating side, the Blackstone Value Creation
Program team actively works with management teams to create
cross-selling plans to the over 450+for potential introductions to other Blackstone portfolio companies.
This involves working with management to refine marketing material, create pitch material and identify companies whothat might be meaningful connections. To date, the team has made over 330+ introductions and across the
broaderAs of December 31, 2023, the Blackstone portfolio, revenue has grown byValue Creation Program has generated more than $500220 million
throughfor
 Blackstone Credit & Insurance portfolio connections. (iii)
companies.[14]

 The
Value
Creation
pP
rogram also provides access to valuable resources across the fFirm, including the Portfolio Operations team which consists of 111over 110 internal resources as of
June 30, 2023, who are focused on areas such as cyber-security, ESG, data science, healthcare, human resources, and information technology, among others. One area of focus has been
improving the cyber cybersecurity posture of companies in which Blackstone
Credit & Insurance is invested in, by leveraging
the Blackstone Portfolio Cybersecurity Program. The
BXBlackstone
 Portfolio Cybersecurity team’sProgram’s goal is to help reduce operating risk within theBlackstone’s
 portfolio by improving cybersecurity practices in order to minimize the occurrence and impact of cyber incidents.
The team takes a proactive approach to governing cybersecurity risk and helps companies identify gaps in cyber policy, then works with compan