Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
OAKTREE CAPITAL MANAGEMENT LP
  2. Issuer Name and Ticker or Trading Symbol
Oaktree Specialty Lending Corp [OCSL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
333 SOUTH GRAND AVENUE, 28TH FLOOR, 
3. Date of Earliest Transaction (Month/Day/Year)
12/13/2017
(Street)

LOS ANGELES, CA 90071
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/13/2017   P   138,000 A $ 4.7988 (1) 138,000 I By Oaktree Capital I, L.P. (3) (4)
Common Stock 12/14/2017   P   138,000 A $ 4.7763 (2) 276,000 I By Oaktree Capital I, L.P. (3) (4)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
OAKTREE CAPITAL MANAGEMENT LP
333 SOUTH GRAND AVENUE, 28TH FLOOR
LOS ANGELES, CA 90071
    X    
Oaktree Holdings, Inc.
333 SOUTH GRAND AVENUE
28TH FLOOR
LOS ANGELES, CA 90071
    X    
Oaktree Capital Group, LLC
333 SOUTH GRAND AVENUE
28TH FLOOR
LOS ANGELES, CA 90071
    X    
Oaktree Capital Group Holdings GP, LLC
333 SOUTH GRAND AVENUE
28TH FLOOR
LOS ANGELES, CA 90071
    X    

Signatures

 See Signatures Included in Exhibit 99.1   12/15/2017
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The shares reported as purchased on December 13, 2017 were purchased in multiple transactions at actual purchase prices ranging from $4.775 to $4.83 per share. The price reported reflects the weighted average purchase price for the transactions. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
(2) The shares reported as purchased on December 14, 2017 were purchased in multiple transactions at actual purchase prices ranging from $4.68 to $4.84 per share. The price reported reflects the weighted average purchase price for the transactions. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
(3) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I") purchased shares of the common stock (the "Common Stock") of Oaktree Specialty Lending Corporation ("Issuer") on the open market. OCM Holdings I, LLC, a Delaware limited liability company ("Holdings I"), serves as the general partner of Capital I. Oaktree Holdings, LLC, a Delaware limited liability company ("Holdings"), serves as the managing member of Holdings I. Oaktree Capital Group, LLC, a Delaware limited liability company ("OCG") and a Reporting Person for the purposes of this Form 4, serves as the managing member of Holdings. Oaktree Capital Group Holdings GP, LLC, a Delaware limited liability company and a Reporting Person for the purposes of this Form 4, serves as the duly elected manager of OCG.
(4) On July 13, 2017, Oaktree Capital Management, L.P. ("Oaktree") entered into a Voting Agreement, dated as of July 13, 2017 (the "Voting Agreement"), with Fifth Street Holdings, L.P., Leonard M. Tannenbaum, the Leonard M. Tannenbaum Foundation, the Tannenbaum Family 2012 Trust and 777 West Putnam Avenue LLC (collectively, the "Stockholders") with respect to the shares of common stock, par value $0.01 per share, of the Issuer (the "Common Stock") owned by the Stockholders. As a result, Oaktree and the other Reporting Persons may be deemed to beneficially own, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended, in excess of 10% of the issued and outstanding Common Stock. See the Form 3 filed by the Reporting Persons with the Securities and Exchange Commission on July 21, 2017 with respect to the Issuer for additional information.
 
Remarks:
Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

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