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 July 22, 2025

John Pavelski
Chief Executive Officer
Carlyle Private Equity Partners Fund, L.P.
1001 Pennsylvania Ave., N.W.
Suite 220 South
Washington, D.C. 20004

 Re: Carlyle Private Equity Partners Fund, L.P.
 Amendment No. 1 Registration Statement on Form 10-12G
 Filed June 27, 2025
 File No. 000-56746
Dear John Pavelski:

 We have reviewed your filing and have the following comments.

 Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

 After reviewing your response and any amendment you may file in
response to this
letter, we may have additional comments.

Amendment No. 1 to Registration Statement on Form 10-12G
General

1. We note your response to prior comment 15. We also note your disclosure
on page
 189 that your "[g]eneral [p]artner has made an initial capital
contribution of $1,000 in
 cash, in exchange for 40 Class C Units." You also state on page 175 that
"[n]one of
 [y]our Classes of Units have voting power." We also note that Section
4.4 of your
 Amended and Restated Limited Partnership Agreement filed as Exhibit 3.2
appears to
 indicate that in some situations your general partner "may also be a
 [s]hareholder." Please disclose specifically whether Class C Units have
voting
 power. If none of your units have voting rights, please revise your
disclosure to
 explain how you will elect the board and how you will make other
decisions that are
 typically made by the shareholders' vote. In addition, revise your risk
factors section
 to address any related material risks and/or conflicts of interests that
may arise.
 July 22, 2025
Page 2
Item 1. Business
The Fund - Carlyle Private Equity Partners Fund, L.P., page 1

2. We note your revised disclosure in response to prior comment 3. In the
discussion of
 your planned activities, please include specific information regarding
material events
 or steps required to pursue your planned activities, including any
contingencies such
 as raising additional funds, if applicable. We also note your revised
disclosure refers
 to the "warehousing agreement." In addition, clarify here if you have
already entered
 into this agreement and if so, file it as an exhibit to the registration
statement and
 describe its material terms here, or advise.
3. You state that you expect to form one or more other collective
investment vehicles or
 other arrangements for certain other investors to invest in the Fund.
Please describe
 these plans in further detail, addressing the expected characteristics
and purposes of
 such vehicles/arrangements (other than the Feeder) and such other
investors. Please
 also discuss any impact these plans may have on the Fund s ability to
rely on Section
 3(c)(7) of the Investment Company Act of 1940 (the 1940 Act ).
4. You state that you anticipate forming one or more Lower Funds through
which you
 expect to hold investments through one or more Intermediate Entities.
Please provide
 further detail regarding the characteristics and purposes of such Lower
Funds and
 Intermediate Entities and their expected relationship with the Fund.
5. On page 2, you state that you may form one or more Parallel Funds to
invest
 alongside the Fund. Please provide further detail regarding the
characteristics and
 purposes of such Parallel Funds and their expected relationship with the
Fund.
Redemption Program, page 14

6. Please provide us with your analysis as to the applicability of the
tender offer rules,
 including Rule 13e-4 and Regulation 14E, to your redemption program.

 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence
of action by the staff.

 Please contact Ben Phippen at 202-551-3697 or Cara Lubit at 202-551-5909
if you
have questions regarding comments on the financial statements and related
matters. Please
contact Aisha Adegbuyi at 202-551-8754 or Tonya Aldave at 202-551-3601 with any
other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Rajib Chanda, Esq.
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