[Morgan Stanley Letterhead
Morgan Stanley & Co. LLC
1585 Broadway
New York, NY 10036]
April 20, 2012
OVERNIGHT DELIVERY AND EDGAR
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attn.: Larry L. Greene, Senior Counsel
Division of Investment Management
Prudential Short Duration High Yield Fund, Inc.
Registration Statement on Form N-2
File Nos. 333-178016 and 811-22632
Dear Mr. Greene:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned, as the lead manager of the prospective Underwriters of the securities covered by the above-captioned Registration Statement, hereby joins in the request of Prudential Short Duration High Yield Fund, Inc. that the effectiveness of the Registration Statement relating to such securities be accelerated so that the Registration Statement will become effective by 11:00 a.m., Eastern Time, on April 25, 2012, or as soon thereafter as practicable.
In connection with the above request for acceleration, please be advised that the Underwriters are in the process of effecting the distribution of approximately 60,000 Preliminary Prospectuses dated March 23, 2012.
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Sincerely, | ||
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MORGAN STANLEY & CO. LLC | ||
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By: |
/s/ Jon Zimmerman | |
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Name: |
Jon Zimmerman |
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Title: |
Vice President |