SecProbe.io

CORRESP
1
filename1.htm

    1900 K Street NW

        Washington, DC 20006-1110

        +1 202 261 3300 Main

        +1 212 261 3333 Fax

        www.dechert.com

        MATTHEW BARSAMIAN

        matthew.barsamian@dechert.com

        +1 202 261 3392 Direct

        +1 202 261 3013 Fax

April 17, 2025

VIA
EDGAR

Kalkidan Ezra

Division of Investment Management

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-0504

Re: Lord Abbett Corporate Opportunities Fund (the “Fund”)

 File No. 333-264466

Dear Ms. Ezra:

We are writing in response
to comments provided by the staff of the Division of Investment Management (the “Staff”) of the U.S. Securities and
Exchange Commission (the “SEC” or “Commission”) on April 9, 2025, regarding the Fund’s registration
statement on Form N-2 that was filed with the SEC on February 24, 2025 (the “Registration Statement”). The Fund has
considered these comments and has authorized us to make the responses discussed below on its behalf.

The Fund undertakes to include
the below changes in a post-effective amendment to its Registration Statement to be filed pursuant to Rule 486(b) (the “486(b)
Filing”) under the Securities Act of 1933, as amended (“1933 Act”), on or around April 25, 2025. Each of the
Staff’s comments is presented below and each comment is followed by the applicable response. Undefined capitalized terms
used herein have the same meaning as in the Registration Statement.

Prospectus

Comment 1: The Fund
discloses in its principal investment strategy that: “The Fund may invest at every level of the capital structure and in
securities across developed and emerging markets.” To the extent that the Fund intends to invest in emerging markets as part
of its principal investment strategy, please explain in the Fund’s disclosure how the Fund defines emerging markets.

Response 1: Under
“Investment Strategy,” the Fund will add the disclosure reflected in blue and underlined below as it relates to the
definition of emerging markets.

To pursue its objective, the Fund
will invest its assets in bonds, loans and other fixed income instruments. In addition, the Fund will invest in derivative instruments
intended to provide economic exposure to such securities. The Fund may invest at every level of the capital structure and in securities
across developed

and emerging markets. The Fund considers emerging market countries to be those
not classified as a Developed Market by MSCI.

Comment 2: Please
confirm in correspondence that the Fund no longer intends to invest in special situations opportunities as part of its principal
investment strategy.

Response 2: The
Fund confirms that it no longer intends to invest in special situations opportunities as part of the investment policies, practices
and techniques that constitute the Fund’s principal portfolio emphasis; however, the Fund’s investment team may, from
time to time, invest in securities of issuers facing special situations, such as issuers undergoing restructurings or other stressed
or distressed scenarios. In this regard, the Fund respectfully notes that the disclosure relating to the Fund’s principal
investment strategy contains a paragraph discussing investments in stressed and distressed issuers, and the prospectus contains
risk factors (such as “Distressed Debt Risk”) describing the risks associated with such investments.

Comment 3: Under
“Investment Strategy” on the cover of the prospectus, please include disclosure discussing the types of corporate fixed
income securities in which the Fund invests that would be included in the Fund’s 80% investment policy. Please clarify what
is included in “pooled investment vehicles.” Additionally, please clarify the types of derivative instruments in which
the Fund intends to invest.

Response 3: The
Fund respectfully notes that the information on the cover of the prospectus is intended to provide a brief summary of information
about the Fund. The investment policies, practices and techniques that constitute the Fund’s principal portfolio emphasis
are more fully described under “Investment Strategies” beginning on pages 2 and 22 of the prospectus.

Under “Investment
Strategies,” the Fund will add the disclosure reflected in blue and underlined below as it relates to types of corporate
fixed income securities included in the Fund’s 80% policy.

Under normal conditions, the Fund
invests at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in corporate bonds and other
corporate fixed income instruments, including equity investments in vehicles (including pooled investment vehicles) and derivative
instruments, each of which are intended to provide economic exposure to such securities. For
purposes of the Fund’s 80% policy, “other corporate fixed income instruments” may also include bank loans issued
to corporate borrowers.

The Fund respectfully notes that on pages 3
and 23 under “Investment Strategies,” the Fund discloses the following investments, which are types of pooled investment
vehicles:

The Fund may invest in common stocks
and shares of other investment companies (including those advised or subadvised by the Adviser or its affiliates), including mutual
funds, money market funds, closed-end funds, business development companies (“BDCs”), exchange-traded funds (“ETFs”),
and other pooled

    2

investment vehicles (“underlying fund”). The Fund expects to obtain exposure to private credit indirectly
by investing in pooled investment vehicles, including vehicles managed by the Adviser or its affiliates.

With respect to the types of derivatives
instruments in which the Fund intends to invest, the Fund respectfully points to the following disclosure included under “Investment
Strategies” on pages 3 and 23:

The Fund may utilize various derivative
strategies (both long and short positions) involving the purchase or sale of futures and forward contracts (including foreign currency
exchange contracts), credit default swaps, call and put options, total return swaps, basis swaps and other swap agreements and
other derivative instruments for investment purposes, leveraging purposes or in an attempt to hedge against market, credit, interest
rate, currency and other risks in the portfolio. The Fund may purchase and sell securities on a when-issued, delayed delivery or
forward commitment basis and may engage in short sales.

Comment 4: On the
prospectus cover under “Investment Strategy,” the Fund discloses that: “The Fund may also enter into other transactions
that may give rise to a form of leverage.” To the extent that such investments will be principal investments, please consider
disclosing the other types of transactions in which the Fund engages.

Response 4: The
Fund will remove the sentence referenced by the Staff.

Comment 5: In the
second paragraph of the “Investment Strategies” sub-section of the prospectus summary, please confirm in correspondence
that the disclosure is appropriately tailored to the Fund’s principal investment strategy.

Response 5: The
disclosure will be revised to remove the language indicated below in red.

The Fund expects to invest in bonds,
debt securities and other similar instruments of varying maturities issued by various U.S. and foreign (non-U.S.) public- or private-sector
entities; bank loans (including, among others, senior loans, mezzanine loans, delayed funding loans, revolving credit facilities
and loan participations and assignments); structured products, securitizations and other asset-backed securities issued on a public
or private basis; corporate debt securities of U.S. and non-U.S. issuers, including convertible
and contingent convertible securities (“CoCos”) and corporate commercial paper; municipal securities
and other debt securities issued by states or local governments and their agencies, authorities and other government-sponsored
enterprises, including taxable municipal securities; distressed securities, including publicly offered or privately placed debt
securities and loans which, at the time of investment, are the subject of bankruptcy proceedings or otherwise in default as to
the repayment of principal

    3

and/or payment of interest; obligations of foreign governments or their sub-divisions, agencies and
government sponsored enterprises and obligations of international agencies and supranational entities; securities issued or guaranteed
by the U.S. Government, its agencies or government-sponsored enterprises; loans held and/or originated by private financial institutions,
including commercial and residential mortgage loans, corporate loans and consumer loans; payment-in-kind securities; zero-coupon
bonds; inflation-indexed bonds issued by both governments and corporations; structured notes, including hybrid or indexed securities;
catastrophe bonds and other event-linked bonds; credit-linked notes; preferred
securities; convertible debt and equity securities, including synthetic convertible securities
and CoCos; trade claims and other similar direct obligations or claims against companies; and bank certificates
of deposit, fixed time deposits and bankers’ acceptances.

Comment 6: Please
explain in correspondence whether investments in affiliated funds are expected to be principal investments of the Fund.

Response 6: The
Registrant confirms that investments in affiliated funds are expected to be principal investments of the Fund.

Comment 7: The Fund’s
disclosure states: “The Fund expects to obtain exposure to private credit indirectly by investing in pooled investment vehicles,
including vehicles managed by the Adviser or its affiliates.” Please explain whether such investments will be in compliance
with Rule 12d1-4.

Response 7: The
Registrant confirms that such investments will be made in compliance with current law, including Section 12(d)(1) of the 1940 Act
and Rule 12d1-4 thereunder to the extent applicable.

Comment 8: Under
the section “Summary of Fund Expenses,” please confirm whether investments
in investment companies would give rise to acquired fund fees and expenses (“AFFE”) and, if so, reflect such information
in the fee table.

Response 8: The
fee table will be revised to add a line item for AFFE.

Statement of Additional
Information

Comment 9: Under
the section “Investment Restrictions,” please include the Fund’s sub-classification as a diversified investment
company under Section 5(b) of the 1940 Act.

Response 9: The
disclosure will be revised to include the Fund’s sub-classification as a diversified investment company under Section 5(b)
of the 1940 Act.

    4

Comment 10: Under
the sub-section “Non-Fundamental Investment Restrictions,” please consider adding the Fund’s Rule 35d-1 policy
to the list of non-fundamental policies.

Response 10: The
disclosure will be revised to include the Fund’s Rule 35d-1 policy as a non-fundamental policy.

* * *

If you would like to discuss
any of these responses in further detail or if you have any questions, please feel free to contact me at (202) 261-3392.

    Sincerely,

    /s/ Matthew Barsamian

    Matthew Barsamian

    cc:
    Randolph A. Stuzin, Lord, Abbett & Co. LLC

    Christine Y. Sun, Esq., Lord, Abbett & Co. LLC

    Katherine Corey, Esq., Dechert LLP

    5