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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   E-mail
                                            Address

(202) 636-5806   ryan.brizek@stblaw.com

October 30, 2023

Via EDGAR

Securities and Exchange Commission

Division of Investment Management

100 F Street, N.E.

Washington, D.C. 20549

Attn: Jaea Hahn, Senior Counsel

 Re: PGIM Credit Income Fund

                                                                                Draft
Registration Statement on Form N-2

                                                                                Filing No.: 333-274044 and 811-23894

Ladies and Gentlemen:

On behalf of PGIM Credit Income Fund (the “Fund”),
we hereby file with the staff (the “Staff”) of the Division of Investment Management of the Securities and Exchange Commission
(the “Commission”) Pre-Effective Amendment No. 1 (“Amendment No. 1”) to the Fund’s registration
statement on Form N-2 (the “Registration Statement”). The Registration Statement includes revisions in response to the
Staff’s disclosure comments, received by e-mail on September 18, 2023, relating to the Registration Statement, and to otherwise
update disclosure. We have discussed the Staff’s comments with representatives of the Fund.

For convenience of reference, the Staff’s
comments have been reproduced herein. The Fund’s responses to the Staff’s comments are set out immediately under the restated
comment. Please note that all page numbers in our responses are references to the page numbers of Amendment No. 1. All
capitalized terms used but not defined in this letter have the meanings given to them in Amendment No. 1.

General

Comment
1: We note that the Registration Statement is missing information and exhibits (e.g., seed financial statements of the Fund,
fee table, information related to the trustees and officers) and contains bracketed disclosures. We may have comments on such portions
when you complete them in any pre-effective amendment, on disclosures made in response to this letter, on information supplied supplementally,
or on exhibits filed in any pre-effective amendment. Please plan accordingly.

Response:
Acknowledged.

Comment
2: Where a comment is made regarding disclosure in one location, it is applicable to all similar disclosure appearing elsewhere
in the Registration Statement. Please make all conforming changes.

Response:
Acknowledged.

Comment
3: Please advise us if you expect to submit any exemptive application(s) or no-action request(s) in connection with
the Registration Statement.

Response:
The Fund confirms that it does not currently intend to submit an exemptive application or a no-action request in connection with the Registration
Statement.

Comment
4: Please tell us if you have presented or will present any “test the waters” materials to potential investors
in connection with this offering. If so, please provide us with copies of such materials.

Response:
The Fund confirms that it has not, and does not, currently intend to present any “test the waters” materials in connection with
the offering.

Comment
5: Please confirm that the Fund does not intend to issue preferred or debt securities within a year from the effective date
of the Registration Statement.

Response:
The Fund confirms that it does not currently intend to issue preferred or debt securities within a year of the effective date of the Registration
Statement. As disclosed in the Registration Statement, the Fund plans to utilize reverse repurchase agreements during its first year of
operations.

Accounting Comments

Summary of Fund Expenses, pg. 26

Comment
6: Please update “Annual Expenses (Percentage of Gross assets Attributable to common shares)” to “Annual
Expenses (Percentage of Net assets Attributable to Common Shares)”. See Item 3 of Form N-2.

Response:
The Fund updated its disclosure per the Staff’s comment.

Comment
7: If the fund intends to issue preferred shares within the first year of operations, please include a line item in the fee
table for dividend expense for preferred shares.

Response:
The Fund confirms that it does not currently intend to issue preferred shares within the first year of operations.

    2

Comment
8: Does the Fund intend to incur any acquired fund fees and expenses in the first year of operations? If so, please include
an estimate for acquired fund fees and expenses. See General Instruction 10 to Item 3 of Form N-2.

Response:
The Fund does not currently intend to incur any acquired fund fees and expenses in the first year of operations. To the extent that the
Fund does incur any acquired fund fees and expenses in its first year of operations, the Fund anticipates that such fees and expenses
would be less than 0.01 percent of the average net assets of the Fund.

Comment
9: Footnote (5) appears inconsistent with disclosures throughout the Registration Statement regarding use of leverage.
Please update accordingly. For example, there is no other reference to “unconsolidated operating entities” in the Registration
Statement.

Response:
The Fund updated the disclosure to be consistent with other disclosure in the Registration Statement as follows:

The table assumes the Fund (including by the
Fund’s consolidated subsidiaries) does not use entity-level leverage. To the extent the Fund does use such leverage, the Fund would
bear interest and other costs associated with leverage. The table reflects the Fund’s estimated use
of leverage in the form of reverse repurchase agreements. See “Leverage.” The actual amount of interest expense borne by the
Fund will vary over time in accordance with the level of the Fund’s use of reverse repurchase agreements, dollar rolls and/or borrowings
and variations in market interest rates. Borrowing expense is required to be treated as an expense of the Fund for accounting purposes.
Any associated income or gains (or losses) realized from leverage obtained through such instruments is not reflected in the table, but
would be reflected in the Fund’s performance results. In addition, the Fund expects
that its unconsolidated operating entities will use borrowings, the costs of which will be indirectly borne by the Fund’s shareholders.
See “Leverage.”

Loan Origination, pg. 40

Comment
10: Confirm that any subsidiaries will be consolidated with the fund for financial statement reporting purposes.

Response:
The Fund does not currently expect that it will utilize any wholly-owned subsidiaries. However, in the event one is utilized, the Fund
confirms that any wholly-owned subsidiaries would be consolidated with the Fund for financial statement reporting purposes.

    3

Manager, pg. 69

Comment
11: The disclosure regarding the management fee waiver on this page is inconsistent with the disclosure in the fee table.
Footnote (3) to the fee table discloses that the management fee waiver is voluntary while this disclosure states that the management
fee waiver is contractual. Please explain.

Response:
The Fund revised Footnote (3) to the fee table to reflect that the management fee waiver is contractual.

Legal Comments

Cover Page

Comment
12: In the section entitled “Investment Objective,” please delete the second sentence from the objective description
as this sentence describes a risk, not the objective.

Response:
The Fund revised its disclosure accordingly in response to the Staff’s comment.

Comment
13: In the section entitled “Investment Strategies,” please briefly describe the Fund’s 80% policy under
rule 35d-1.

Response:
The Fund  included disclosure regarding its 80% policy under rule 35d-1 in the “Investment Strategies” section
in response to the Staff’s comment.

Comment
14: In the section entitled “Interval Fund/Repurchases,” please specify the anticipated frequency of such
offers, the intervals between deadlines for repurchase requests, pricing and repayment and, if applicable, the anticipated timing
of the fund’s initial repurchase offer. The Fund should include a  cross-reference to those sections of the prospectus that
discuss the Fund's repurchase policies and the attendant risks. See Guide 10 to Form N-2.

Response:
The Fund added the following disclosure in response to the Staff’s comment:

Written notification of each quarterly
repurchase offer (the “Repurchase Offer Notice”) will be sent to shareholders at least 21 calendar days before the repurchase
request deadline (i.e., the date by which shareholders can tender their Common Shares in response to a repurchase offer) (the “Repurchase
Request Deadline”). Subject to Board approval, Repurchase Request Deadlines are expected to occur each February, May, August and
November, and Repurchase Offer Notices are expected to be sent each January, April, July and October preceding each such Repurchase
Request Deadline. The Fund expects the first repurchase offer to be issued in [               ]. The date on which the repurchase price for Common Shares
is determined will be generally on or about the 15th day of the following month, but shall occur no later than the 14th day after the
Repurchase Request Deadline (or the next business day, if the 14th day is not a business day). See “Periodic Repurchase Offers”
and “Risks — Repurchase Offers Risk” for additional information regarding repurchase offers
and related risks.

    4

Comment
15: Please add the following bullet disclosures, as applicable to the Fund:

 ● The Fund may pay distributions in significant part from sources that may not be available in the future and that are unrelated to
the Fund’s performance, such as from offering proceeds, borrowings, and amounts from the Fund’s affiliates that are subject
to repayment by investors.

 ● Such distributions may constitute return of capital and also reduce an investor’s adjusted tax basis in the Common Shares, thereby
increasing the investor’s potential taxable gain or reducing the potential taxable loss on the sale of Common Shares. Any capital
returned to holders of Common Shares through distributions will be distributed after payment of fees and expenses.

 ● The Fund intends to invest in floating rate loans of private companies for which very little public information exists. Such companies
are also generally more vulnerable to economic downturns and may experience substantial variations in operating results.

 ● Privately-held companies, below-investment-grade instruments (“junk” bonds), securities which are at risk of default as
to the repayment of principal and/or interest at the time of acquisition by the fund or are rated in the lower rating categories or are
unrated in which the Fund will invest may be difficult to value and may be illiquid. (Please include a cross reference to sections in
the registration statement discussing applicable risks).

Response:
The Fund added the following disclosure below in place of bullet one. The Fund also added bullets two through four in response to the
Staff’s comment.

 ● We cannot guarantee that we will make distributions, and if we do we may fund such distributions from
sources other than cash flow from operations, including the sale of assets, borrowings or return of capital, and although we generally
expect to fund distributions from cash flow from operations, we have not established limits on the amounts we may pay from such sources.

 ● Distributions may also be funded in significant part, directly or indirectly, from temporary waivers or
expense reimbursements borne by the Manager or its affiliates, that may be subject to reimbursement to the Manager or its affiliates.
The repayment of any amounts owed to our affiliates will reduce future distributions to which you would otherwise be entitled.

Comment
16: We note that the cover page appears to be longer than two pages. Please revise to limit the cover page disclosure
to information required by Item 1 (e.g., by identifying the Investment Manager rather than describing the investment manager and subadvisers
in the same level of detail as in the Prospectus Summary section). In addition, we note that the three paragraphs following the discussion
of subadvisers, starting with the bold paragraph, is largely repetitive of other disclosure on the cover page. Please review and consolidate.

Response:
The Fund respectfully notes that to comply with the breadth of required disclosure, as well as the additional disclosure requested by
the Staff in the comments contained herein, that an additional page of continued disclosure is required for the cover page. The Fund
revised its disclosure consistent with the requirements of Form N-2 to reflect that the Fund’s disclosure is continued on the
second page.

    5

Prospectus Summary

Comment
17: We note that the prospectus summary is 25 pages long. The summary should provide a clear and concise description
of the key features of the offering and the Fund, with cross references to relevant disclosures elsewhere in the prospectus or statement
of additional information. Please revise accordingly. For example, the first paragraph under “Portfolio Contents”
appears to be largely redundant of disclosure that appears previously under “Investment Strategies” and subsequently
under “Investment Policies” and could therefore be streamlined. In addition, a number of instruments identified in the principal
strategy section such as catastrophe bonds, CLOs, CBOs, and CoCos and investments in certain equity securities, if principal investments,
should have corresponding risks identified as principal risks. See instruction to Item 3.2 of Form N-2.

Response:
In light of the Staff’s comment, the Fund updated the Prospectus Summary.

Investment Strategies, pg. 3

Comment
18: To increase clarity for investors, please consider moving the disclosure regarding the fund’s 80% policy per rule 35d-1
from the Portfolio Contents section to this section.

Response:
The Fund moved the disclosure as requested.

Portfolio Management Strategies, pgs. 3-4

Comment
19: In the second to last paragraph of this section, you state that the Fund “may make use of credit swaps ….”
Please clarify this strategy and confirm that the Fund will not purchase CDS for protection against default or other credit events. (i.e.,
not “write” CDS/provide protection). If the Fund intends to write protection, then please explain this strategy and any implications
for investors in the Fund.

Response:
The Fund replaced the referenced disclosure with the disclosure set forth below. In addition, the Fund made additional revisions to explain
its strategy and risks when using CDS for hedging purposes.

The Fund may use
derivatives, including credit default swaps, to manage its duration, as well as to manage its foreign currency exposure, to hedge against losses, and to try to improve
returns. The Fund may, for hedging, investment or leveraging purposes, make use of credit
default swaps, which are contracts whereby one party makes periodic payments to a counterparty in exchange for the right to receive from
the counterparty a payment equal to the par (or other agreed-upon) value of a referenced debt obligation in the event of a default or
other credit event by the issuer of the debt obligation.

    6

Portfolio Contents, pgs. 4-7

Comment
20: Please confirm that the extensive list of enumerated sectors and instruments identified as potential investments in “Investment
Strategies” and this section are all principal investments that the Fund will make or revise to identify only those instruments
that constitute the Fund’s principal portfolio emphasis. Please move disclosure regarding non-principal investments to the SAI.
See Instruction 1 to Item 8.4. of Form N-2 (stating that discussion of types of investments that will be made by registrant other
than those that will constitute its principal portfo