0001193125-16-620999.txt : 20160822 0001193125-16-620999.hdr.sgml : 20160822 20160614123500 ACCESSION NUMBER: 0001193125-16-620999 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160614 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Kayne Anderson MLP Investment CO CENTRAL INDEX KEY: 0001293613 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 717 TEXAS AVENUE - SUITE 3100 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-493-2020 MAIL ADDRESS: STREET 1: 717 TEXAS AVENUE - SUITE 3100 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: Kayne Anderson Midstream Investment CO DATE OF NAME CHANGE: 20040614 CORRESP 1 filename1.htm SEC Correspondence

Paul Hastings LLP

695 Town Center Drive, 17th Floor

Costa Mesa, California 92626-1924

Telephone: (714) 668-6200

Facsimile: (714) 979-1921

Internet: www.paulhastings.com

1(714)668-6210

johndellagrotta@paulhastings.com

June 14, 2016

VIA EDGAR [CORRESPONDENCE FILING]

Mr. Edward P. Bartz

Senior Counsel

Division of Investment Management,

    Disclosure Review Office

United States Securities and Exchange Commission

100 F. Street, N.E.

Washington, D.C. 20549-8626

 

Re:

  

Kayne Anderson MLP Investment Company

Registration Statement on Form N-2 (File Nos. 333-211964 and 811-21593)

Dear Mr. Bartz:

Enclosed for electronic filing via EDGAR pursuant to the Securities Act of 1933, as amended (the “Securities Act”) and the Investment Company Act of 1940, as amended (the “1940 Act”), on behalf of our client, Kayne Anderson MLP Investment Company (the “Fund”), is this letter which relates to the Fund’s new shelf Registration Statement on Form N-2 filed with the U.S. Securities and Exchange Commission (the “Commission”) on June 10, 2016 registering a presently indeterminate number of shares of common stock, preferred stock and debt securities to be offered on an immediate, continuous or delayed basis for a proposed maximum aggregate offering price of $300,000,000 (the June 2016 Shelf).

The June 2016 Shelf does not contain disclosures that are substantially different from the most recent $1 billion shelf registration statement of the Fund which offered common stock, preferred stock and debt securities, filed on February 6, 2015 (File Nos. 333-201950 and 811-21593, and declared effective on March 12, 2015 (the March 2015 Shelf”).

The June 2016 Shelf is marked to show changes from the March 2015 Shelf.

The June 2016 Shelf contains the following changes from the March 2015 Shelf: (i) similar to the Fund’s use of incorporation by reference in the March 2015 Shelf, the 2016 Shelf, (i) the June 2016 Shelf incorporates by reference into its Statement of Additional Information its audited financial statements, financial highlights, the accompanying notes thereto, and the report of PricewaterhouseCoopers LLP thereon for the fiscal year ended November 30, 2015 (the “2015 Audited Financial Statements”) contained in the Fund’s Annual Report to Stockholders on Form N-CSR for the fiscal year ended November 30, 2015; (ii) adds disclosure relating to the Fund’s outstanding securities (documents relating to which have been included as exhibits to the June 2016 Shelf); and (iii) provides yearly updates of information throughout the June 2016 Shelf, with a specific focus on the risk factors, particularly relating to companies with operations in the oil and gas industry.


Mr. Edward P. Bartz

U. S. Securities and Exchange Commission

Page 2

In light of the similarities between the disclosures made in the June 2016 Shelf and the March 2015 Shelf and using the principles stated in Release 33-6510 and Release No. IC 13768, we respectfully request that the Staff consider a cursory or no review of the June 2016.

The Fund respectfully requests the Staff’s assistance in completing its review of the June 2016 Shelf as soon as possible. Please advise us if we can provide any further information or assistance to facilitate your review. Please direct any further comments or questions to the undersigned at (714) 668-6210 or David A. Hearth at (415) 856-7007.

Very truly yours,

/s/ John F. Della Grotta

John F. Della Grotta

of PAUL HASTINGS LLP

JFD:bdg

 

cc:

  

John M. Ganley, Senior Counsel, Esq.

  U.S. Securities and Exchange Commission (w/encl.)

Kevin S. McCarthy, Kayne Anderson (w/encl.)

David S. Shladovsky, Esq., Kayne Anderson (w/encl.)

David A. Hearth, Esq., Paul Hastings (w/encl.)