SEC Division of Investment Management staff letter: Carey Credit Income Fund et al.

Dechert
LLP

1095 Avenue of the Americas
New York, NY 10036-6797
+1 212 698 3500 Main
+1 212 698 3599 Fax www.dechert.com

RICHARD HOROWITZ richard.horowitz@dechert.com
+1 212 698 3525 Direct
+1 212 698 0452 Fax

Office of Chief Counsel
Division of Investment Management
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549

Re: Carey Credit Income Fund and Carey Credit Income Fund 2016 T

Dear Mr. Scheidt:

We represent Carey Credit Income Fund (the “Master Fund”) and Carey Credit Income Fund 2016 T (the “Existing Feeder Fund”), each a closed-end management investment company formed on September 5, 2014, as a statutory trust under the laws of the state of Delaware. The Master Fund has elected, and the Existing Feeder Fund will elect, to be regulated as a business development company (a “BDC”) under section 54 of the Investment Company Act of 1940, as amended (the “1940 Act”). Carey Credit Advisors, LLC (the “Adviser”) and Guggenheim Partners Investment Management, LLC (the “Sub-Adviser”), each an investment adviser registered under the Investment Advisers Act of 1940, as amended, propose to offer a BDC structured as a master/feeder arrangement for bona fide business reasons, including economies of scale and more efficient portfolio management.