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777 West Putnam Avenue, 3rd Floor
Greenwich, CT 06830
Phone: (203) 681-3600
www.fifthstreetfinance.com
January 27, 2017
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3628
Attention: Stephanie L. Sullivan
| Re: | Fifth Street Asset Management Inc. |
| Form 10-K for the Fiscal Year Ended December 31, 2015 | |
| Filed March 18, 2016 | |
| Form 10-Q for the Quarterly Period Ended September 30, 2016 | |
| Filed November 21, 2016 | |
| Form 8-K | |
| Filed November 21, 2016 | |
| File No. 001-36701 |
Dear Ms. Sullivan:
As our team begins the preparation of the disclosures of Fifth Street Asset Management Inc. (“FSAM”) for the fiscal year ended December 31, 2016, we thought it would be helpful to provide the staff of the Securities and Exchange Commission with certain supplemental information regarding the information we provided in our letter to Ms. Sullivan dated December 8, 2016. References throughout this letter to “we,” “us,” “our” and “the Company” are to FSAM.
We supplement our response to comment 6 to note that in our audited financial statements for the fiscal year ended December 31, 2016 and financial statements prepared thereafter (if they continue to be identical in future periods) we intend to add disclosure that “Other comprehensive income” is identical to “Net income” so as to avoid the prospect of potential confusion by investors.
In addition, we supplement our response to comment 7 to note that in our audited financial statements for the fiscal year ended December 31, 2016 and financial statements prepared thereafter we intend to eliminate the statement that “The Company cannot provide assurance, however, that these expenses will ultimately be reimbursed in whole, or at all.” from Note 9 to the consolidated financial statements.
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We look forward to discussing with you any additional questions you may have regarding our filings. Please do not hesitate to call me at (203) 681-3665.
Sincerely,
/s/ Alexander C. Frank
Alexander C. Frank
Chief Operating Officer and Chief Financial Officer
cc: Yolanda Trotter, Staff Accountant, U.S. Securities and Exchange Commission
Robert Klein, Staff Accountant, U.S. Securities and Exchange Commission
William Tuttle, Dechert LLP