CORRESP 1 filename1.htm Unassociated Document
 
Hatteras Multi-Strategy Institutional Fund, L.P.
8540 Colonnade Center Drive
Suite 401
Raleigh, NC 27615

October 24, 2011

VIA EDGAR TRANSMISSION
Securities and Exchange Commission
Judiciary Plaza
100 F Street, NE
Washington, DC  20549
Attn: Vincent J. DiStefano

Re: 
Hatteras Multi-Strategy Institutional Fund, L.P. (the “Registrant”)
File Nos. 333- 176639; 811-21986

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), we hereby request that the effective date of the Registrant’s Registration Statement on Form N-2 under the Securities Act, and Pre-Effective Amendment No. 1 thereto, and Amendment No. 7 to the Registrant’s Registration Statement on Form N-2 under the Investment Company Act of 1940, as amended, be accelerated to October 26, 2011, or as soon thereafter as is reasonably practicable.

Should the Commission or staff, acting pursuant to delegated authority, declare the filing effective, the Registrant acknowledges that such action does not foreclose the Commission from taking any action with respect to the filing.  The Registrant further acknowledges that the action of the Commission or staff, acting pursuant to delegated authority, in declaring the filing effective does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and the Registrant may not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
 
 
 
Very truly yours,
 
     
 
HATTERAS MULTI-STRATEGY INSTITUTIONAL FUND, L.P.
 
     
 
/s/ J. Michael Fields  
 
Name: J. Michael Fields
 
 
Title: Secretary
 
     
 
 
 

 
 
 
HATTERAS CAPITAL DISTRIBUTORS, LLC
 
     
 
/s/ J. Michael Fields  
 
Name: J. Michael Fields
 
 
Title: Chief Operating Officer