October 30, 2018

VIA EDGAR

Jay Williamson, Attorney Adviser

United States Securities and Exchange Commission

Division of Investment Management

100 F Street, N.E.

Washington, D.C. 20549

Re: Registration Statement (File No. 333-227124) of

Prospect Capital Corporation (the "Fund")

Dear Mr. Williamson:

In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, the Fund hereby requests acceleration of Pre-Effective Amendment No. 2 to the Registration Statement on Form N-2 filed on October 30, 2018 so that it may become effective by 4:05 p.m. (New York time) on October 31, 2018 or as soon thereafter as practicable.

The Fund hereby requests that you notify Steven Grigoriou (416-777-4727) or Michael K. Hoffman (212-735-3406) of Skadden, Arps, Slate, Meagher & Flom LLP by telephone once the Registration Statement has been declared effective.

Very truly yours,

Prospect Capital Corporation

/s/ Kristin V. Dask_________________

Name: Kristin V. Dask

Title: Chief Financial Officer, Chief Compliance Officer,

Treasurer and Secretary