<SEC-DOCUMENT>0001462180-12-000018.txt : 20120214
<SEC-HEADER>0001462180-12-000018.hdr.sgml : 20120214
<ACCEPTANCE-DATETIME>20120214151505
ACCESSION NUMBER:		0001462180-12-000018
CONFORMED SUBMISSION TYPE:	SC 13G/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20120214
DATE AS OF CHANGE:		20120214
GROUP MEMBERS:		ANDREW DAKOS
GROUP MEMBERS:		BROOKLYN CAPITAL MANAGEMENT
GROUP MEMBERS:		BULLDOG INVESTORS
GROUP MEMBERS:		PHILLIP GOLDSTEIN

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			American Realty Capital Properties, Inc.
		CENTRAL INDEX KEY:			0001507385
		STANDARD INDUSTRIAL CLASSIFICATION:	REAL ESTATE INVESTMENT TRUSTS [6798]
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-86396
		FILM NUMBER:		12608492

	BUSINESS ADDRESS:	
		STREET 1:		405 PARK AVENUE
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10022
		BUSINESS PHONE:		212-415-6500

	MAIL ADDRESS:	
		STREET 1:		405 PARK AVENUE
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10022

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Bulldog Investors
		CENTRAL INDEX KEY:			0001462180
		IRS NUMBER:				000000000

	FILING VALUES:
		FORM TYPE:		SC 13G/A

	BUSINESS ADDRESS:	
		STREET 1:		PARK 80 WEST PLAZA TWO
		STREET 2:		SUITE 750
		CITY:			SADDLE BROOK
		STATE:			NJ
		ZIP:			07663
		BUSINESS PHONE:		201 556-0092

	MAIL ADDRESS:	
		STREET 1:		PARK 80 WEST PLAZA TWO
		STREET 2:		SUITE 750
		CITY:			SADDLE BROOK
		STATE:			NJ
		ZIP:			07663
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G/A
<SEQUENCE>1
<FILENAME>thirteenga.txt
<TEXT>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934

American Realty Capital Properties, Inc.
(Name of Issuer)

Common Stock
(Title of Class of Securities)

02917T104
(CUSIP Number)

12/31/12
(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)

_X_	 Rule 13d-1(c)

__	 Rule 13d-1(d)


CUSIP No.:  02917T104

1. Names of Reporting Persons. I.R.S. Identification Nos. of
above persons (entities only).
Bulldog Investors, Brooklyn Capital Management,
Phillip Goldstein and Andrew Dakos

2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) x
(b)

3. SEC Use Only

4. Citizenship or Place of Organization
U.S.A

Number of Shares Beneficially Owned by Each reporting Person
With:
5. Sole Voting Power
327,420
6. Shared Voting Power
131,014
7. Sole Dispositive Power
448,434
8. Shared Dispositive Power
N/A

9. Aggregate Amount Beneficially Owned by Each Reporting Person
448,434

10. Check if the Aggregate Amount in Row ( 9 ) Excludes Certain
Shares (See Instructions)
N/A

11. Percent of Class Represented by Amount in Row ( 9 )
6.18%

12. Type of Reporting Person (See Instructions)
IA

Item 1.
(a) The Name of the Issuer is:
American Realty Capital Properties, Inc.

(b) The Address of the Issuer's Principal Executive Office is:
405 Park Ave.
New York, NY 10022


Item 2.
(a) The names of the Persons Filing are:
Bulldog Investors, Brooklyn Capital Management,
Phillip Goldstein and Andrew Dakos. Phillip Goldstein and
Andrew Dakos are principals of Bulldog Investors.

(b) The address of  principal place of business and
principal office is: See (c)

(c) Place of Organization:
Park 80 West, 250 Pehle Ave. Suite 708
Saddle Brook, NJ 07663

(d) Title of Class of Securities: Common Stock

(e) CUSIP Number:  02917T104
Item 3.
The persons filing are not listed in Items 3(a) through 3 (j).

Item 4.
(a) Amount beneficially owned: 448,434
(b) Percent of class: 6.18%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 327,420
(ii) Shared power to vote or to direct the vote: 131,014
(iii) Sole power to dispose or to direct the disposition
of: 448,434
(iv) Shared power to dispose or to direct the disposition
of: N/A

Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following: ____.

Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Clients of Phillip Goldstein and Andrew Dakos are entitled to
receive dividends and sales proceeds.

Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security being Reported on by the Parent
Holding Company.
Not applicable.

Item 8. Identification and Classification of Members of the
Group.
Not applicable.

Item 9. Notice of Dissolution of Group.
Not applicable.

Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are
held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.

SIGNATURE
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in
this statement is true, complete, and correct.


By:  	/s/
Name:  	Phillip Goldstein
Title:  Principal, Bulldog Investors
Date:  	February 14, 2012

By:  	/s/
Name:  	Andrew Dakos
Title: 	Principal, Bulldog Investors
Date:  	February 14, 2012
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>