Exhibit?24.1

CONFIRMING STATEMENT

This Statement confirms that the undersigned, Thomas Peeney,
has authorized and designated Brian?F.?Hurley, Brian Hourihan,
and Waheed?Olowa to execute and file on the undersigned?s
behalf all Forms 3, 4 and 5 (including any amendments thereto)
 that the undersigned may be required to file with the U.S.
Securities and Exchange Commission as a result of the undersigned?s
ownership of or transactions in securities of Oaktree Diversified
Income Fund Inc. (the ?Company?). The authority of Brian?F.?Hurley,
Brian Hourihan, and Waheed?Olowa under this Statement shall
continue until the undersigned is no longer required to file
Forms 3, 4 and 5 with regard to the undersigned?s ownership
of or transactions in securities of the Company, unless earlier
revoked in writing. The undersigned acknowledges that
Brian?F.?Hurley, Brian Hourihan, and Waheed?Olowa
are not assuming, nor is the Company assuming, any of
the undersigned?s responsibilities to comply with
Section?16 of the Securities Exchange Act of 1934.
?
?
Date: October?29, 2021


/s/
?
Thomas Peeney