August 24, 2012
Jeff Long
Securities and Exchange Commission
100 F. Street, NE
Washington DC 20549
Re: Triton Pacific Investment Corporation, Inc.
File Nos. 333-174873
Dear Mr. Long:
On behalf of Triton Pacific Investment Corporation, Inc. (the “Company”) and in response to comments received telephonically on August 23, 2012 from the staff of the Division of Accounting (the “Staff”) of the Securities and Exchange Commission (the “Commission”) relating to the Company’s Registration Statement on Form N-2 (File No. 333-174873), we submit this letter, in conjunction with the filing of Pre-Effective Amendment No 5. For your convenience, we have set forth below the Staff’s comments in bold followed by our response.
Comment 1: You asked us to refile the consent of our Auditors FGMK to reflect the correct date of the Audit.
Response: As discussed the error was a clerical error when filed on EDGAR. As can be seen from the attached letter from FGMK the date was posted incorrectly on EDGAR though FGMK had correctly dated their letter. The consent has been re-filed to correct the date.
Comment 2: You note that there was no signature on the financial statement and asked us to correct the filing.
Response: The filing has been corrected.
Comment 3: You asked that we please provide a note to the balance sheet to describe the deferred offering costs and a note detailing the NAV per share.
Response: The financial statement has been updated to include the requested information.
Comment 4: You have asked us to note and reference the PIK disclosure.
Response: Please note disclosures on page 12, 29, 40 regarding PIK interest.
We believe that Pre-Effective Amendment No. 5 to the Registration Statement and this supplemental letter are responsive to the comments of the Staff. Should you wish to discuss any aspect of either, please do not hesitate to contact Mr. Benkai Bouey at (310) 265-4500.
Very truly yours,
Triton Pacific Investment Corporation, Inc. | ||
By: | /s/Craig Faggen | |
Craig Faggen Chief Executive Officer |