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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0001140361-23-033099 0001820655 XXXXXXXX LIVE 2 Common Shares of Beneficial Interest, par value $0.01 per share 03/05/2025 false 0001930679 48255N100 KKR FS Income Trust 201 Rouse Boulevard Philadelphia PA 19112 Christopher Lee, Esq. 212-750-8300 Kohlberg Kravis Roberts & Co. L.P. 30 Hudson Yards New York NY 10001 0001820655 KKR Alternative Assets LLC OO DE 943805.52 0 943805.52 0 943805.52 N 3 OO Y KKR Group Assets Holdings II L.P. OO DE 943805.52 0 943805.52 0 943805.52 N 3 PN Y KKR Group Assets II GP LLC OO DE 943805.52 0 943805.52 0 943805.52 N 3 OO Y KKR Group Partnership L.P. OO E9 943805.52 0 943805.52 0 943805.52 N 3 PN Y KKR Group Holdings Corp. OO DE 943805.52 0 943805.52 0 943805.52 N 3 CO Y KKR Group Co. Inc. OO DE 943805.52 0 943805.52 0 943805.52 N 3 CO Y KKR & Co. Inc. OO DE 943805.52 0 943805.52 0 943805.52 N 3 CO Y KKR Management LLP OO DE 943805.52 0 943805.52 0 943805.52 N 3 PN Y Henry R. Kravis OO X1 0 943805.52 0 943805.52 943805.52 N 3 IN Y George R. Roberts OO X1 0 943805.52 0 943805.52 943805.52 N 3 IN Common Shares of Beneficial Interest, par value $0.01 per share KKR FS Income Trust 201 Rouse Boulevard Philadelphia PA 19112 This amendment No. 2 ("Amendment No. 2") amends and supplements the Schedule 13D originally filed with the Securities and Exchange Commission on June 9, 2023, as amended by Amendment No. 1 on July 5, 2023 (as amended the "Schedule 13D"), relating to the common shares of beneficial interest, par value $0.01 per share (the "Shares"), of KKR FS Income Trust (the "Issuer"), a Delaware statutory trust that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Except as specifically provided herein, this Amendment No. 2 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined herein shall have the meanings attributed to them in the Schedule 13D. This Amendment No. 2 is being filed to update the aggregate percentage of the Issuer's Shares beneficially owned by the Reporting Persons due to dilution caused by the Issuer's issuance of additional Shares from time to time since the date of the filing of Amendment No. 1 and not in connection with a disposition of any Shares by the Reporting Persons. This Amendment No. 2 constitutes an exit filing of the Reporting Persons, in respect of the Shares previously reported as beneficially owned by the Reporting Persons. Item 2 of the Schedule 13D is hereby amended and supplemented to include an amended and restated Annex A attached to this Amendment No. 2 to Schedule 13D as Exhibit 99.1, which is incorporated herein by reference. Items 5(a), 5(b) and 5(e) of the Schedule 13D are hereby amended and restated as follows: The information set forth in the cover pages of this Schedule 13D is hereby incorporated by reference into this Item 5. The Reporting Persons beneficially own an aggregate of 943,805.5246 Shares, representing 3.0% of the outstanding Shares. The percentages of beneficial ownership in this Schedule 13D are based on 31,149,293.578 Shares outstanding as of February 21, 2025 as disclosed by the Issuer in the Form 8-K filed with the Securities and Exchange Commission on February 21, 2025. See Item 5(a) above. As described herein, as of the date hereof, none of the Reporting Persons beneficially own more than five percent of the outstanding Shares. Item 7 of the Schedule 13D is hereby amended and supplemented as follows Exhibit No. Description 99.1 Annex A Directors of KKR & Co. Inc. KKR Alternative Assets LLC /s/ Christopher Lee Christopher Lee, Secretary 03/05/2025 KKR Group Assets Holdings II L.P. /s/ Christopher Lee Christopher Lee, Secretary, KKR Group Assets II GP LLC, its general partner 03/05/2025 KKR Group Assets II GP LLC /s/ Christopher Lee Christopher Lee, Secretary 03/05/2025 KKR Group Partnership L.P. /s/ Christopher Lee Christopher Lee, Secretary, KKR Group Holdings Corp., its general partner 03/05/2025 KKR Group Holdings Corp. /s/ Christopher Lee Christopher Lee, Secretary 03/05/2025 KKR Group Co. Inc. /s/ Christopher Lee Christopher Lee, Secretary 03/05/2025 KKR & Co. Inc. /s/ Christopher Lee Christopher Lee, Secretary 03/05/2025 KKR Management LLP /s/ Christopher Lee Christopher Lee, Assistant Secretary 03/05/2025 Henry R. Kravis /s/ Christopher Lee Christopher Lee, Attorney-in-fact 03/05/2025 George R. Roberts /s/ Christopher Lee Christopher Lee, Attorney-in-fact 03/05/2025