**Exhibit 4.3**

**AMENDED AND RESTATED DISTRIBUTION REINVESTMENT PLAN**

**OF**

**FS INVESTMENT CORPORATION II**

Effective as of January 1, 2013 

FS Investment Corporation II, a Marylandcorporation (the “***Corporation***”), hereby adopts the following plan (the “***Plan***”) with respect to distributions declared by its board of directors (the “***Board of Directors***”) onshares of its common stock, $0.001 par value (the “***Common Shares***”): 

1. Each stockholder of record mayenroll in the Plan by providing the Plan Administrator (as defined below) with written notice, except that a stockholder may only participate in the Plan, and sales to a stockholder under the Plan may only occur, if the Corporation maintains itsregistration, or an exemption from registration is available, in the stockholder’s state of residence. To enroll in the Plan, such stockholder shall notify DST Systems, Inc., the Plan administrator and the Corporation’s transfer agent andregistrar (collectively the “***Plan Administrator***”), in writing so that such notice is received by the Plan Administrator no later than the record date fixed by the Board of Directors for the distribution involved. If astockholder elects to enroll in the Plan, all distributions thereafter declared by the Board of Directors shall be payable in Common Shares as provided herein, and no action shall be required on such stockholder’s part to receive a distributionin Common Shares. If a stockholder wishes to receive its distributions in cash, no action is required. 

2. Subject to theBoard of Directors’ discretion and applicable legal restrictions, the Corporation intends to authorize and declare ordinary cash distributions on either a semi-monthly or monthly basis or on such other date or dates as may be fixed from time totime by the Board of Directors to stockholders of record as of the close of business on the record date for the distribution involved. 

3. The Corporation shall use newly-issued Common Shares to implement the Plan. The number of newly-issued Common Shares to be issued to a stockholder shall be determined by dividing the total dollaramount of the distribution payable to such stockholder by a price equal to 90% of the price at which Common Shares are sold in the Corporation’s public offering at the closing immediately following the distribution payment date. There will beno selling commissions, dealer manager fees or other sales charges on Common Shares issued to a stockholder under the Plan. The Corporation shall pay the Plan Administrator’s fees under the Plan. 

4. The Plan Administrator will set up an account for Common Shares acquired pursuant to the Plan for each stockholder who has elected toenroll in the Plan (each a “***Participant***”). The Plan Administrator may hold each Participant’s Common Shares, together with the Common Shares of other Participants, in non-certificated form in the PlanAdministrator’s name or that of its nominee. If a Participant’s Common Shares are held by a broker or other financial intermediary, the Participant may “opt in” to the Plan by notifying its broker or other financial intermediaryof its election. 

5. Distributions on fractional Common Shares will be credited to each Participant’s account. In theevent of termination of a Participant’s account under the Plan, the Plan Administrator will adjust for any such undivided fractional interest in cash at the current offering price of the Common Shares in effect at the time of termination.

6. Common Shares issued pursuant to the Plan will have the same voting rights as the Common Shares issued pursuant to theCorporation’s public offering. The Plan Administrator will forward to each Participant any Corporation-related proxy solicitation materials and each Corporation report or other communication to stockholders, and will vote any Common Shares heldby it under the Plan in accordance with the instructions set forth on proxies returned by Participants to the Corporation. 

7.In the event that the Corporation makes available to its stockholders rights to purchase additional Common Shares or other securities, the Common Shares held by the Plan Administrator for each Participant

under the Plan will be used in calculating the number of rights to be issued to the Participant. Transaction processing may either be curtailed or suspended until the completion of any stockdividend, stock split or corporate action. 

8. The Plan Administrator’s service fee, if any, and expenses foradministering the Plan will be paid for by the Corporation. Except as otherwise described herein, there will be no brokerage charges or other charges to stockholders who participate in the Plan. 

9. Each Participant may terminate his, her or its account under the Plan by sending written notice to the Plan Administrator at FSInvestment Corporation II, P.O. Box 219095, Kansas City, Missouri 64121-9095, or calling the Plan Administrator’s Interactive Voice Response System at (877) 628-8575. Such termination will be effective immediately if the Participant’snotice is received by the Plan Administrator at least 2 days prior to any distribution record date; otherwise, such termination will be effective only with respect to any subsequent distribution. The Plan may be terminated by the Corporation uponnotice in writing mailed to each Participant at least 30 days prior to any record date for the payment of any distribution by the Corporation. Upon termination, the Plan Administrator will credit the Participant’s account for the full CommonShares held for the Participant under the Plan and a cash adjustment for any fractional Common Shares to be delivered to the Participant without charge to the Participant. If a Participant elects by his, her or its written notice to the PlanAdministrator in advance of termination to have the Plan Administrator sell part or all of his, her or its Common Shares and remit the proceeds to the Participant, the Plan Administrator is authorized to deduct a $15 transaction fee plus a $0.10 pershare brokerage commission from the proceeds. 

10. These terms and conditions may be amended or supplemented by theCorporation at any time but, except when necessary or appropriate to comply with applicable law or the rules or policies of the Securities and Exchange Commission or any other regulatory authority, only by mailing to each Participant appropriatewritten notice at least 30 days prior to the effective date thereof. The amendment or supplement shall be deemed to be accepted by each Participant unless, prior to the effective date thereof, the Plan Administrator receives written notice of thetermination of his, her or its account under the Plan. Any such amendment may include an appointment by the Plan Administrator in its place and stead of a successor agent under these terms and conditions, with full power and authority to perform allor any of the acts to be performed by the Plan Administrator under these terms and conditions. Upon any such appointment of any agent for the purpose of receiving dividends and distributions, the Corporation will be authorized to pay to suchsuccessor agent, for each Participant’s account, all dividends and distributions payable on Common Shares held in the Participant’s name or under the Plan for retention or application by such successor agent as provided in these terms andconditions. 

11. The Plan Administrator will at all times act in good faith and use its best efforts within reasonable limitsto ensure its full and timely performance of all services to be performed by it under the Plan and to comply with applicable law, but assumes no responsibility and shall not be liable for loss or damage due to errors, unless such error is caused bythe Plan Administrator’s negligence, bad faith, or willful misconduct or that of its employees or agents. 

12. Theseterms and conditions shall be governed by the laws of the State of Maryland.