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CORRESP
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Simpson
Thacher & Bartlett llp

900
g street, nw

washington,
d.c. 20001

telephone:
+1-202-636-5500

facsimile:
+1-202-636-5502

    Direct
    Dial Number

    +1-202-636-5592

    E-mail
    Address

    steven.grigoriou@stblaw.com

    via
    edgar
     jANUARY
    14, 2025

U.S.
Securities and Exchange Commission

Division
of Investment Management

100
F Street, N.E.

Washington,
D.C. 20549

 Re: Franklin
BSP Capital Corporation

Registration Statement on Form N-14

Ladies
and Gentlemen:

On
January 14, 2025, Franklin BSP Capital Corporation (the “Company”) filed a Registration Statement on Form N-14 (the “Registration
Statement”) with the Securities and Exchange Commission (the “Commission”) in accordance with the Securities Act of
1933, as amended.

The
securities covered by the Registration Statement will be issued in an exchange offer to be conducted by the Company. Attached is a letter
from the Company indicating its reliance on the no-action letters issued to Exxon Capital Holdings Corporation (publicly available May 13,
1988), Morgan Stanley & Co. Incorporated (publicly available June 5, 1991) and Shearman & Sterling (publicly available
July 2, 1993).

Please
do not hesitate to call Rajib Chanda at (202) 636-5543, Jonathan Pacheco at (202) 636-5876 or me at (202) 636-5592 with any questions
you may have regarding this filing.

Very
truly yours,

/s/ Steven Grigoriou

 cc: Rajib
Chanda, Simpson Thacher & Bartlett LLP

Jonathan Pacheco, Simpson Thacher & Bartlett LLP

    NEW YORK
    BEIJING
    boston
    HONG KONG
    HOUSTON
    LONDON
    LOS ANGELES
    PALO ALTO
    SÃO PAULO
    TOKYO

VIA
EDGAR

Securities
and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

Re:
Franklin BSP Capital Corporation

In
connection with the offer (the “Exchange Offer”) being made by Franklin BSP Capital Corporation (the “Company”)
to issue 7.200% Notes due 2029 (the “Exchange Notes”) in exchange for its outstanding 7.200% Notes due 2029 that were issued
in transactions not requiring registration under the Securities Act of 1933, as amended (the “1933 Act”), on May 6, 2024,
and October 29, 2024 (the “Restricted Notes”), pursuant to the prospectus contained in the Company’s Registration Statement
on Form N-14 filed with the Securities and Exchange Commission (the “Commission”) on January 14, 2025 and the related letter
of transmittal, this letter confirms the following:

(1)
The Company is registering the Exchange Offer in reliance upon the position of the Staff of the Commission set forth in the no-action
letters issued to: (i) Exxon Capital Holdings Corporation (available May 13, 1988); (ii) Morgan Stanley &
Co. Incorporated (available June 5, 1991); and (iii) Shearman & Sterling (available July 2, 1993) (collectively,
the “No-Action Letters”).

(2)
The Company has not entered into any arrangement or understanding with any person to distribute any of the Exchange Notes to be issued
pursuant to the Exchange Offer in exchange for Restricted Notes, and, to the best of the Company’s information and belief, each
person participating in the Exchange Offer is acquiring Exchange Notes in the ordinary course of its business, is not participating in,
and has no arrangement or understanding with any person to participate in, the distribution of any Exchange Notes to be received in the
Exchange Offer, is not an “affiliate” of the Company within the meaning of Rule 405 under the 1933 Act, and did not purchase
any Restricted Notes to be exchanged for Exchange Notes directly from the Company to resell pursuant to Rule 144A under the 1933 Act
or another exemption under the 1933 Act. In addition, to the best of the Company’s information and belief, each person participating
in the Exchange Offer who is not a broker-dealer is not engaged in and does not intend to engage in a distribution of any Exchange Notes.
In this regard, the Company will make each person participating in the Exchange Offer aware that if such person is participating in the
Exchange Offer with the intention of participating in any manner in a distribution of any Exchange Notes, such person (i) could
not rely on the Staff position set forth in the No-Action Letters or interpretative letters to similar effect and (ii) must be identified
as an underwriter in the prospectus and must comply with the registration and prospectus delivery requirements of the 1933 Act in connection
with any secondary resale transaction, unless an exemption from registration is otherwise available. The Company acknowledges that such
a secondary resale for the purpose of distributing Exchange Notes should be covered by an effective registration statement containing
the selling security holder information required by Item 507 of Regulation S-K.

(3)
Neither the Company nor any of its affiliates have entered into any arrangement or understanding with any broker-dealer to distribute
the Exchange Notes.

(4)
The Company will include in the letter of transmittal to be executed by an exchange offeree in order to participate in the Exchange Offer
a provision to the effect that if the exchange offeree is a broker-dealer holding Restricted Notes acquired for its own account as a
result of market-making activities or other trading activities, such broker-dealer will acknowledge that it will deliver a prospectus
meeting the requirements of the 1933 Act in connection with any resale of Exchange Notes received in respect of such Restricted Notes
pursuant to the Exchange Offer.

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    Sincerely,

    Franklin BSP Capital Corporation

    By:
    /s/ Nina K. Baryski

    Nina K. Baryski

    Chief Financial Officer and Treasurer

    (Principal Financial and Accounting
    Officer)

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