[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP]
December 15, 2015
VIA EDGAR
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
| RE: | Preliminary Proxy Materials for Tennenbaum Opportunities Fund V, LLC and Tennenbaum Opportunities Partners V, LP. |
Dear Sir or Madam:
On behalf of Tennenbaum Opportunities Fund V, LLC and Tennenbaum Opportunities Partners V, LP (the "Funds"), electronically transmitted herewith, pursuant to Rule 14a-6 under the Securities Exchange Act of 1934, as amended, please find a preliminary proxy statement for the Funds.
Should you have any questions or require additional information with respect to the foregoing, please contact the undersigned at (212) 735-2025.
Very truly yours,
/s/ Nicholas J. Colombo
Nicholas J. Colombo