 | Cira Centre 2929 Arch Street Philadelphia, PA 19104-2808 +1 215 994 4000 Main +1 215 994 2222 Fax www.dechert.com
JAMES A. LEBOVITZ
james.lebovitz@dechert.com +1 215 994 2510 Direct +1 215 655 2510 Fax |
March 30, 2017
VIA EDGAR
Marianne Dobelbower, Esq.
Securities and Exchange Commission
Division of Investment Management, Disclosure Review Office
100 F Street, N.E.
Washington, DC 20549
| Re: | FS Global Credit OpportunitiesFund-T2 |
Registration Statement on FormN-2 (File Nos.333-216980 and811-23243)
Dear Ms. Dobelbower:
We respectfully request on behalf of FS Global Credit OpportunitiesFund-T2 (the “Company”) that the staff of the Division of Investment Management (the “Staff”) of the Securities and Exchange Commission (the “Commission”) afford selective review in accordance with Securities Act Release No. 6510 (Feb. 15, 1984) to the Company’s Registration Statement on FormN-2 (FileNos. 333-216980 and811-23243) filed on March 28, 2017 (the “Registration Statement”). The Registration Statement relates to the continuous offering under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of up to 100,000,000 common shares of beneficial interest.
The disclosure contained in the Registration Statement is substantially similar to the disclosure contained in FS Global Credit OpportunityFund-T’s (“FSGCO-T”)Pre-Effective Amendment No. 2 to the Registration Statement on FormN-2 (FileNos. 333-209622 and 811-23139) (“Pre-Effective Amendment No. 2”), which was subject to review and comment, and declared effective by the Staff on April 28, 2016. Similar toFSGCO-T, the Company is a feeder-fund and invests substantially all of its assets in FS Global Credit Opportunities Fund (the “Fund”).
The Registration Statement contains, among other things, the following changes fromPre-Effective Amendment No. 2: (i) updates the Fund’s financial statements by incorporating by reference the Fund’s financial statements and notes thereto for the year ended December 31, 2016; (ii) adds, deletes and/or modifies disclosure related to (a) risk factors, (b) biographies for executive officers, trustees, and key personnel of the Fund’s investmentsub-adviser, (c) potential conflicts of interest with the Fund’s investmentsub-adviser, (d) taxation and (e) foreign currency transactions as a portfolio strategy; (iii) files exhibits related to the Company’s formation and its distribution reinvestment plan; and (iv) other generalclean-up comments.
| Marianne Dobelbower March 30, 2017 Page 2 |
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If you have any questions or if you require additional information, please do not hesitate to contact me at (215)994-2510.
| Sincerely, |
/s/ James A. Lebovitz |
| James A. Lebovitz |
| cc: | Stephen S. Sypherd |
FS Global Credit OpportunitiesFund-T2