Exhibit 10.1
 EXECUTION VERSION
 AMENDMENT NO. 1 TO AMENDED AND RESTATED SENIOR
SECURED REVOLVING CREDIT AGREEMENT AND AMENDMENT NO. 2 TO THE  GUARANTEE, PLEDGE AND SECURITY AGREEMENT
 Credit Agreement Guarantee and Security Agreement FSFC Fifth Street Subsidiary Guarantors Lenders Administrative Agent Amendment
 WITNESSETH
  FSF/MP
      Amendments to Section 1.01 of the Credit Agreement




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Applicable Commitment Fee Rate Applicable
Period
   Applicable Margin
     2




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Change in Law provided
     Minimum Credit Rating
   3




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Amendment No. 1 Effective Date
 FATCA
 Improved Credit Rating
 Amendment to Section 2.07(f)(i)(B) of the Credit Agreement
 Amendment to Section 2.09(b) of the Credit Agreement
 Mandatory Prepayments due to Borrowing Base Deficiency or Excess Revolving Credit
Exposure.
 Borrowing Base Deficiency provided
 Excess Revolving Credit Exposure
 Amendment to Section 2.11(c) of the Credit Agreement
  4




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Amendment to Section 2.13(b) of the Credit Agreement
 Amendment to Section 2.15 of the Credit Agreement
    Treatment of Certain Refunds
 5




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Conduit Financing Arrangements
 FATCA Compliance
 Amendment to Section 3.12 of the Credit Agreement
 Amendment to Section 5.13 of the Credit Agreement
  6




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Amendment to Section 6.01(e) of the Credit Agreement
 Amendment to Section 6.02(i) of the Credit Agreement
 Amendment to Section 6.03 of the Credit Agreement
   provided
 Amendment to Section 6.04 of the Credit Agreement
  7




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Amendment to Article VII of the Credit Agreement
 Amendment to Section 9.02(c) of the Credit Agreement
 Amendment to Schedules to the Credit Agreement
  Amendment to Section 1.01 of the Guarantee and Security Agreement
 Amendment No. 2 Effective Date
 Amendment to Section 2 of the Guarantee and Security Agreement
 Amendment to Annexes to the Guarantee and Security Agreement
  Conditions to Effectiveness of Amendment Effective Date
    8




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Representations and Warranties
    Counterparts
 Payment of Expenses
 GOVERNING LAW
 Incorporation of Certain Provisions
 Effect of Amendment
 9




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Consent and Reaffirmation
 10




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FIFTH STREET FINANCE CORP., as BorrowerBy:
    /s/ Bernard D. BermanName:
    Bernard D. BermanTitle:
    President FSFC HOLDINGS, INC., as Subsidiary GuarantorBy:
    /s/ Bernard D. BermanName:
    Bernard D. BermanTitle:
    President FIFTH STREET FUND OF FUNDS LLC, as Subsidiary GuarantorBy:
    /s/ Bernard D. BermanName:
    Bernard D. BermanTitle:
    President




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ING CAPITAL, LLC, as Administrative Agent, Collateral Agent, Issuing Bank and as a LenderBy:
    /s/ Patrick FrischName:
    Patrick Frisch, CFATitle:
    Managing Director




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ROYAL BANK OF CANADA, as a LenderBy:
    /s/ Tim StephensName:
    Tim StephensTitle:
    Director




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KEY EQUIPMENT FINANCE, INC., as a LenderBy:
    /s/ Richard S. AndersenName:
    Richard S. AndersenTitle:
    Designated Signer




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MORGAN STANLEY BANK, N.A., as a LenderBy:
    /s/ Harry ComninellisName:
    Harry ComninellisTitle:
    Authorized Signatory




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PATRIOT NATIONAL BANK, as a LenderBy:
    /s/ Kevin R. CallahanName:
    Kevin R. CallahanTitle:
    Vice President




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DEUTSCHE BANK TRUST COMPANY AMERICAS, as
a LenderBy:
    /s/ Evelyn ThierryName:
    Evelyn ThierryTitle:
    DirectorBy:
    /s/ Michael GetzName:
    Michael GetzTitle:
    Vice President




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UBS LOAN FINANCE LLC, as a LenderBy:
    /s/ Mary E. EvansName:
    Mary E. EvansTitle:
    Associate DirectorBy:
    /s/  Joselin FernandesName:
    Joselin FernandesTitle:
    Associate Director