UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF THE

SECURITIES EXCHANGE ACT OF 1934

American Capital Senior Floating, Ltd.

(Exact name of registrant as specified in its charter)

Maryland	46-1996220
(State of incorporation or organization)	(IRS Employer Identification No.)
2 Bethesda Metro Center, 14th Floor Bethesda, Maryland	20814 (Zip Code)
(Address of principal executive offices)

Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class to be so registered	Name of each exchange on which each class is to be registered
Common stock, par value $0.01 per share	The NASDAQ Stock Market LLC

If this Form 8-A relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is to become effective pursuant to General Instruction A.(c), please check the following box.  x

If this Form 8-A relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is to become effective pursuant to General Instruction A.(d), please check the following box.  

Securities Act registration statement file number to which this form relates: File No. 333-190357

Securities to be registered pursuant to Section 12(g) of the Act: None.

INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1. Description of Registrant’s Securities to be Registered.

For a description of the securities being registered hereunder, reference is made to the information set forth under the heading “Description of Capital Stock” in the prospectus that constitutes a part of the Registrant’s Registration Statement on Form N-2, as amended (File No. 333-190357), including any prospectus relating thereto filed pursuant to Rule 497 under the Securities Act of 1933, which information is incorporated herein by reference.

Item 2. Exhibits.

Not applicable.

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

Dated: January 15, 2014	American Capital Senior Floating, Ltd.
	/s/     Samuel A. Flax
	Samuel A. Flax
	Executive Vice President and Secretary