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 *
FRIEDER SAMUEL P
  2. Issuer Name and Ticker or Trading Symbol
Kohlberg Capital CORP [KCAP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Vice President
(Last)
(First)
(Middle)
C/O KOHLBERG & CO., L.L.C., 111 RADIO CIRCLE
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2008
(Street)

MT. KISCO, NY 10549
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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 05/08/2008   X   30,000 A $ 9.2666 492,134 D  
Common Stock               300,000 I By KKAT Acquisition Company III, LLC (1)
Common Stock               210,000 I By KKAT Acquisition Company IV, LLC (2)
Common Stock               221,333 I By KKAT Acquisition Company V, LLC (3)
Common Stock               300,000 I By KKAT Acquisition Company VII, LLC (4)
Common Stock               226,667 I By KKAT Acquisition Company VIII, LLC (5)

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
Subscription Rights (6) $ 9.2666 05/08/2008   X     30,000 03/31/2008 04/28/2008 Common Stock 30,000 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
FRIEDER SAMUEL P
C/O KOHLBERG & CO., L.L.C.
111 RADIO CIRCLE
MT. KISCO, NY 10549
  X     Vice President  

Signatures

 /s/ Samuel P. Frieder   05/12/2008
**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) Represents shares owned by KKAT Acquisition Company III, LLC. Certain of these shares may be deemed to be beneficially owned by Mr. Frieder, who is a member of KKAT Acquisition Company III, LLC. Mr. Frieder disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
(2) Represents shares owned by KKAT Acquisition Company IV, LLC. Certain of these shares may be deemed to be beneficially owned by Mr. Frieder, who is a member of KKAT Acquisition Company IV, LLC. Mr. Frieder disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
(3) Represents shares owned by KKAT Acquisition Company V, LLC. Certain of these shares may be deemed to be beneficially owned by Mr. Frieder, who is a member of KKAT Acquisition Company V, LLC. Mr. Frieder disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
(4) Represents shares owned by KKAT Acquisition Company VII, LLC. Certain of these shares may be deemed to be beneficially owned by Mr. Frieder, who is a member of KKAT Acquisition Company VII, LLC. Mr. Frieder disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
(5) Represents shares owned by KKAT Acquisition Company VIII, LLC. Certain of these shares may be deemed to be beneficially owned by Mr. Frieder, who is a member of KKAT Acquisition Company VIII, LLC. Mr. Frieder disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
(6) Rights received as part of a pro-rata distribution to stockholders.

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