0001398344-17-008984.txt : 20170828 0001398344-17-008984.hdr.sgml : 20170828 20170724172749 ACCESSION NUMBER: 0001398344-17-008984 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170724 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Hatteras Core Alternatives Fund, L.P. CENTRAL INDEX KEY: 0001310192 IRS NUMBER: 201928970 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 6601 SIX FORKS ROAD, SUITE 340 CITY: RALEIGH STATE: NC ZIP: 27615 BUSINESS PHONE: (919) 846-2324 MAIL ADDRESS: STREET 1: 6601 SIX FORKS ROAD, SUITE 340 CITY: RALEIGH STATE: NC ZIP: 27615 FORMER COMPANY: FORMER CONFORMED NAME: Hatteras Multi-Strategy Fund, L.P. DATE OF NAME CHANGE: 20081106 FORMER COMPANY: FORMER CONFORMED NAME: Hatteras Multi-Strategy Fund I, L.P. DATE OF NAME CHANGE: 20041130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Hatteras Core Alternatives Institutional Fund, L.P. CENTRAL INDEX KEY: 0001382143 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 6601 SIX FORKS ROAD, SUITE 340 CITY: RALEIGH STATE: NC ZIP: 27615 BUSINESS PHONE: 919.846.2324 MAIL ADDRESS: STREET 1: 6601 SIX FORKS ROAD, SUITE 340 CITY: RALEIGH STATE: NC ZIP: 27615 FORMER COMPANY: FORMER CONFORMED NAME: Hatteras Core Alternatives DATE OF NAME CHANGE: 20120104 FORMER COMPANY: FORMER CONFORMED NAME: Hatteras Multi-Strategy Institutional Fund, L.P. DATE OF NAME CHANGE: 20061127 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Hatteras Core Alternatives TEI Institutional Fund, L.P. CENTRAL INDEX KEY: 0001382142 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 6601 SIX FORKS ROAD, SUITE 340 CITY: RALEIGH STATE: NC ZIP: 27615 BUSINESS PHONE: 919.846.2324 MAIL ADDRESS: STREET 1: 6601 SIX FORKS ROAD, SUITE 340 CITY: RALEIGH STATE: NC ZIP: 27615 FORMER COMPANY: FORMER CONFORMED NAME: Hatteras Core Alternatives TEI DATE OF NAME CHANGE: 20120104 FORMER COMPANY: FORMER CONFORMED NAME: Hatteras Multi-Strategy TEI Institutional Fund, L.P. DATE OF NAME CHANGE: 20061127 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Hatteras Core Alternatives TEI Fund, L.P. CENTRAL INDEX KEY: 0001307688 IRS NUMBER: 201820062 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 6601 SIX FORKS ROAD, SUITE 340 CITY: RALEIGH STATE: NC ZIP: 27615 BUSINESS PHONE: (919) 846-2324 MAIL ADDRESS: STREET 1: 6601 SIX FORKS ROAD, SUITE 340 CITY: RALEIGH STATE: NC ZIP: 27615 FORMER COMPANY: FORMER CONFORMED NAME: Hatteras Multi-Strategy TEI Fund, L.P. DATE OF NAME CHANGE: 20050331 FORMER COMPANY: FORMER CONFORMED NAME: Hatteras Multi-Strategy Fund II, L.P. DATE OF NAME CHANGE: 20050105 FORMER COMPANY: FORMER CONFORMED NAME: Hatteras Multi-Strategy Fund, L.P. DATE OF NAME CHANGE: 20041102 CORRESP 1 filename1.htm

Drinker Biddle & Reath LLP

One Logan Square

Suite 2000

Philadelphia, PA 19103

(215) 988-2700 (Phone)

(215) 988-2757 (Facsimile)

www.drinkerbiddle.com

July 24, 2017

VIA EDGAR TRANSMISSION

Ms. Alison White

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re:	Hatteras Core Alternatives Fund, L.P. (File Nos. 333-199042; 811-21685);

Hatteras Core Alternatives TEI Fund, L.P. (File Nos. 333-199043; 811-21665);

Hatteras Core Alternatives Institutional Fund, L.P (File Nos. 333-199044; 811-21986); and

Hatteras Core Alternatives TEI Institutional Fund, L.P. (File Nos. 333-199045; 811-21985)

(collectively, the “Funds” or the “Registrant”)

Dear Ms. White:

Set forth below are our responses to your comments on the Funds’ Registration Statements on Form N-2 under the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended (collectively, the “Registration Statements”). Page and/or section references are to the Registration Statements as filed with the Securities and Exchange Commission (the “Commission”) on June 20, 2017. Capitalized terms not otherwise defined herein have the meaning set forth in the Registration Statements.

1. Comment: With respect to a comment previously provided last year regarding the Funds’ fundamental industry concentration policy, please change this fundamental policy to apply to the net assets of each Fund rather than to limit the policy to each Fund’s investments in private investment funds.

Response: The Registrant will present the requested change to the Funds’ fundamental policy for shareholder approval at the next shareholder meeting called by the Funds.

2. Comment: Please include the indemnification language required by Rule 484 of Regulation C of the Securities Act of 1933 for funds requesting acceleration of the effective date of the registration statement.

Response: The Registrant will do so.

July 24, 2017

Page 2

We trust that the foregoing is responsive to your comments. Questions and comments concerning this filing may be directed to the undersigned at (215) 988-2497.

	Very truly yours,

	/s/ Catherine A. DiValentino
	Catherine A. DiValentino

cc:	Joshua B. Deringer, Esq.