UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (date of earliest event reported): ~~December~~February 2217, ~~2014~~2015

Ares Multi-Strategy Credit Fund, Inc.

(Exact name of Registrant as specified in its charter)

Maryland		001-36147		46-2796427
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

2000 Avenue of the Stars

12th Floor

Los Angeles, California 90067
(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (310) 201-4100

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

Ares Multi-Strategy Credit Fund, Inc. (the “Fund”) (NYSE: ARMF) announced that, effective ~~December~~February 2217, ~~2014~~2015, ~~the~~John ~~Fund~~Leupp ~~will~~has ~~amend~~been ~~its~~named ~~non~~a co-~~fundamental~~portfolio ~~investment~~manager ~~policy~~of ~~with~~the ~~respect to investments in collateralized loan obligations (“CLOs”) to read as follows:~~Fund.

~~“Under~~Mr. Leupp ~~normal~~joined ~~market~~Ares ~~conditions,~~Management ~~the~~in ~~Fund~~2003 ~~will~~and ~~not~~serves ~~invest~~as ~~(i) more~~a ~~than~~portfolio ~~30%~~manager ofwithin ~~its~~the ~~Managed~~Tradable ~~Assets~~Credit inGroup. ~~securities~~Mr. Leupp ~~issued~~will byjoin ~~entities~~Seth ~~commonly~~Brufsky ~~referred~~and toKeith asAshton, ~~CLOs~~who ~~(“CLO~~have ~~Securities”)~~served ~~and~~as ~~other~~portfolio ~~asset-backed~~managers ~~securities; or~~of ~~(ii) more~~the ~~than~~Fund ~~7.5%~~since of its ~~Managed Assets in subordinated (or residual) tranches of CLO Securities~~inception.”

The Fund’s restriction on investments in collateralized debt obligations is not being amended. This change in investment policy represents an increase in the Fund’s ability to invest in CLO Securities and other asset-backed securities from 20% of Managed Assets to 30% of Managed Assets and an increase in the Fund’s ability to invest in subordinated (or residual) tranches of CLO Securities from 2.5% to 7.5% of Managed Assets. “Managed Assets” means the total assets of the Fund (including any assets attributable to any shares of preferred stock that may be issued by the Fund or to money borrowed, including as a result of notes or other debt securities that may be issued by the Fund) minus the sum of (i) accrued liabilities of the Fund (other than liabilities for money borrowed and principal on notes and other debt securities issued by the Fund), (ii) any accrued and unpaid interest on money borrowed and (iii) accumulated dividends on any outstanding shares of common stock and preferred stock issued by the Fund. The liquidation preference of any preferred stock issued by the Fund is not considered a liability.

To the extent the Fund invests more of its Managed Assets in CLO Securities, or subordinated (or residual) tranches of CLO Securities, it may have greater exposure to the risks associated with those securities. See “Risk Factors” below.

The Board of Directors of the Fund approved the changes to the Fund’s investment policies based on representations from the Fund’s investment adviser that an increased allocation to CLOs has the potential to benefit the Fund and its shareholders given the perceived opportunity set within CLOs as well as the potential for the coupon on most rated CLO debt to increase within 90 days and benefit from potential increases in interest rates rather than the possible lag in increases in coupons on senior loans due to the presence of LIBOR floors in most senior loans.

Risk Factors

CLO Securities Risk. CLOs issue securities in tranches with different payment characteristics and different credit ratings. The rated tranches of CLO Securities are generally assigned credit ratings by one or more nationally recognized statistical rating organizations. The subordinated (or residual) tranches do not receive ratings. Below investment grade tranches of CLO Securities typically experience a lower recovery, greater risk of loss or deferral or non-payment of interest than more senior tranches of the CLO.

The riskiest portion of the capital structure of a CLO is the subordinated (or residual) tranche, which bears the bulk of defaults from the loans in the CLO and serves to protect the other, more senior tranches from default in all but the most severe circumstances. Since it is partially protected from defaults, a senior tranche from a CLO typically has higher ratings and lower yields than the underlying securities, and can be rated investment grade. Despite the protection from the subordinated tranche, CLO tranches can experience substantial losses due to actual defaults, increased sensitivity to defaults due to collateral default and disappearance of protecting tranches, market anticipation of defaults and aversion to CLO Securities as a class. The risks of an investment in a CLO depend largely on the collateral and the tranche of the CLO in which the Fund invests.

The CLOs in which the Fund invests may have issued and sold debt tranches that will rank senior to the tranches in which the Fund invests. By their terms, such more senior tranches may entitle the holders to receive payment of interest or principal on or before the dates on which the Fund is entitled to receive payments with respect to the tranches in which the Fund invests. Also, in the event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a CLO, holders of more senior tranches would typically be entitled to receive payment in full before the Fund receives any distribution. After repaying such senior creditors, such CLO may not have any remaining assets to use for repaying its obligation to the Fund. In the case of tranches ranking equally with the tranches in which the Fund invests, the Fund would have to share on an equal basis any distributions with other creditors holding such securities in the event of an insolvency, liquidation, dissolution, reorganization or bankruptcy of the relevant CLO. Therefore, the Fund may not receive back the full amount of its investment in a CLO.

The transaction documents relating to the issuance of CLO Securities may impose eligibility criteria on the assets of the CLO, restrict the ability of the CLO’s investment manager to trade investments and impose certain portfolio-wide asset quality requirements. These criteria, restrictions and requirements may limit the ability of the CLO’s investment manager to maximize returns on the CLO Securities. In addition, other parties involved in CLOs, such as third-party credit enhancers and investors in the rated tranches, may impose requirements that have an adverse effect on the returns of the various tranches of CLO Securities. Furthermore, CLO Securities issuance transaction documents generally contain provisions that, in the event that certain tests are not met (generally interest coverage and over-collateralization tests at varying levels in the capital structure), proceeds that would otherwise be distributed to holders of a junior tranche must be diverted to pay down the senior tranches until such tests are satisfied. Failure (or increased likelihood of failure) of a CLO to make timely payments on a particular tranche will have an adverse effect on the liquidity and market value of such tranche.

Payments to holders of CLO Securities may be subject to deferral. If cash flows generated by the underlying assets are insufficient to make all current and, if applicable, deferred payments on CLO Securities, no other assets will be available for payment of the deficiency and, following realization of the underlying assets, the obligations of the borrower of the related CLO Securities to pay such deficiency will be extinguished.

The market value of CLO Securities may be affected by, among other things, changes in the market value of the underlying assets held by the CLO, changes in the distributions on the underlying assets, defaults and recoveries on the underlying assets, capital gains and losses on the underlying assets, prepayments on underlying assets and the availability, prices and interest rate of underlying assets. Furthermore, the leveraged nature of each subordinated class may magnify the adverse impact on such class of changes in the value of the assets, changes in the distributions on the assets, defaults and recoveries on the assets,

capital gains and losses on the assets, prepayment on assets and availability, price and interest rates of assets. Finally, CLO Securities are limited recourse and may not be paid in full and may be subject to up to 100% loss.

A copy of the Fund’s press release is attached hereto as Exhibit 99.1and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(a) Not Applicable.

(b) Not Applicable.

(d) Exhibits

Exhibit 99.1 Press Release announcing ~~changes~~John toLeupp’s ~~CLO~~appointment ~~investment~~as ~~policy~~an additional portfolio manager of the Fund, dated ~~December~~February 2217, ~~2014~~2015.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ARES MULTI-STRATEGY CREDIT FUND, INC.
Date: December 22, 2014	By:	/s/ Brett A. Byrd
Date: February 17, 2015	By:	/s/ Daniel Hall
	Name:	~~Brett~~Daniel ~~A. Byrd~~Hall
	Title:	~~Chief Compliance Officer and Anti-Money Laundering Officer~~Secretary

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release announcing ~~changes~~John toLeupp’s ~~CLO~~appointment ~~investment~~as ~~policy~~an additional portfolio manager of the Fund, dated ~~December~~February 2217, ~~2014~~2015.

Filing Compare · Ares Multi-Strategy Credit Fund, Inc.