SEC Filing | Carlyle Credit Income Fund

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united states
securities and exchange commission
washington, d.c. 20549

form n-csr

certified shareholder report of registered management
investment companies

Investment Company Act file number 811-22554

Vertical Capital Income Fund

(Exact name of registrant as specified in charter)

80 Arkay Drive, Hauppauge, NY 11788

(Address of principal executive offices) (Zip code)

Richard Malinowski, Gemini Fund Services, LLC

17605 Wright Street, Omaha, Nebraska, 68130

(Name and address of agent for service)

Registrant's telephone number, including area code: 631-470-2734

Date of fiscal year end: 9/30

Date of reporting period: 3/31/17

Item 1. Reports to Stockholders.











Vertical Capital Income Fund
Cusip: 92535C104
VCAPX




	Semi-Annual Report
	March 31, 2017















Investor Information: 1-866-277-VCIF












This report and the financial statements contained herein are submitted for the general information of shareholders and are not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. Nothing contained herein is to be considered an offer of sale or solicitation of an offer to buy shares of the Vertical Capital Income Fund. Such offering is made only by prospectus, which includes details as to offering price and other material information.

Distributed by Northern Lights Distributors, LLC Member FINRA

(VERTICAL CAPITAL LOGO)

May 30, 2017

Dear Shareholder,

We are pleased to report a successful mid-year update for Vertical Capital Income Fund (the “Fund”). Consistent with our primary investment objective to seek current income, the Fund once again paid continuous monthly dividends of approximately $0.18 per share from current earnings for the six-month period ended March 31, 2017. In addition, a special distribution of approximately $0.10 per share was paid in December 2016 as a result of net capital gains realized on loan sales and early loan payoffs during the last fiscal year ending September 30, 2016. For the six-month period ended March 31, 2017, the Fund produced a total return (load waived) of 2.62%, compared to one of its key benchmarks, the Barclays Capital Mortgage Backed Securities Index, which reported a total return of -1.51%. Including the maximum load, the Fund’s total return was -2.1%. Since inception, the Fund has produced an annualized total return of 9.32%. By contrast, the SEC Yield, as of March 31, 2017, totaled 2.25%.

Update on Fund Strategy and Economic Outlook

During the last six months, the obvious theme in markets has been a focus on policies proposed by the new presidential administration. While predicting which of those policies ultimately become law, and the corresponding impact, is difficult, markets have generally reacted favorably. There has been some economic data to support positive momentum. The economy continued to grow at a slow but steady pace with job growth in the first two months of 2017 outpacing 2016’s monthly average. The unemployment rate dropped from 4.9% in September 2016 to 4.4% in April 2017, overall a generally positive sign. On the other hand, concerns about inflation continue as the 10-year treasury rate increased approximately 50bps during the last six months. Most experts expect the Fed to raise rates at least two times during 2017.

Part of the increase in inflation is the result of increases in housing costs for those renting. Prior to the recession, the homeownership rate in the U.S. increased to almost 70%, a record high. Financial difficulties forced many to give up their homes and seek housing in rental apartments. For a number of years now demand for apartments has outpaced supply, allowing landlords to increase rents at a compounding rate. These higher rents coupled with somewhat stronger employment and consumer confidence numbers has caused many to consider homeownership again. In addition, many first-time buyers, who were shut out of the housing market, are now also looking to purchase as they now meet qualification standards. The result has been a shifting affordability dynamic, with many homebuyers finding it difficult, if not impossible depending on geographic location, to find suitable housing options at accessible prices. Thus far, this has not translated into slowing home sales or mortgage origination. Although 2017 mortgage originations are estimated at $1.6 trillion, lower than the $1.9 trillion in 2016, which is due almost entirely due to a reduction in refinancing that hit a high last year when rates dipped.

Against this financial backdrop, we have continued to source ample discounted whole loan deal flow through our growing network of seller relationships. We’re participating in more segments

14675 Dallas Parkway, Suite 600 | Dallas, Texas 75254 | 866.655.3600
provasicapital.com

(GRAPHICS)

of the market than ever before and building out what we believe is a well-diversified whole loan portfolio that exposes shareholders to long- and short-term maturities, fixed- and floating-rate structures, as well as broad degrees of credit, geographic and loan seasoning variables. We see no shortage of opportunities and will continue to employ our disciplined process of sourcing, underwriting and pricing loans that results in attractive risk-adjusted acquisitions.

Fund Results of Operations and Liquidity

From a portfolio performance standpoint, we’re very pleased with the results as of March 31, 2017. Several key metrics, such as loan-to-value, adjusted loan-to-value, coupon rate, effective coupon rate and credit scores are at the best levels we’ve seen since the Fund’s inception. A measure of performance that we’re especially focused on because of its direct impact on our ability to generate stable, competitive dividends is payment status (or default rate). Due to opportunistic asset sales and diligent pursuit of loss mitigation strategies with our struggling borrowers, we can report that the portfolio is at the highest rates of payment performance since the Fund’s inception.

The Fund’s balance sheet is also in good financial condition. We continue to employ a zero or low leverage strategy, using the Fund’s line of credit primarily to bridge transactions and manage liquidity. The Fund is in a strong net working capital position and maintains cash reserves for contingencies. The Fund continues to raise new capital and provide liquidity to shareholders through its quarterly tender program.

The market continues to provide us with abundant buying opportunities throughout the residential whole loan market. We look forward to pursuing those opportunities with the capital you’ve entrusted to us and continuing to deliver on the objectives of the Fund.

Regards,

Robert J. Chapman
Chairman of the Board of Trustees and Co-Portfolio Manager

David Aisner
Co-Portfolio Manager

Past performance is neither indicative nor a guarantee of future results. The performance data quoted here represents past performance. Current performance may be lower or higher than the performance data quoted above. The investment return and principal value of an investment will fluctuate so that investor’s shares, when redeemed, may be worth more or less than their original cost. The Fund’s investment Adviser has contractually agreed to reduce its fees and/or absorb expenses of the Fund, at least until 1/31/18, to ensure that the net annual Fund operating expenses will not exceed 1.85% (excluding Acquired Fund Fees and Expenses), subject to possible recoupment from the Fund in future years. Results shown reflect the Fund’s expense ratio, without which the results could have been lower. Without these waivers, the Fund’s total annual operating expenses would be 2.85%, and returns would have been lower. Please review the Fund’s prospectus for more information regarding the Fund’s fees and expenses. For performance information current to the most recent month-end, please go to provasicapital.com or call 866.655.3600.

(GRAPHICS)

This material contains forward-looking statements relating to the business and financial outlook of Vertical Capital Income Fund that are based on our current expectations, estimates, forecasts and projections and are not guarantees of future performance. There is no assurance that the Fund will achieve its investment objective. Actual results may differ materially from those expressed in these forward-looking statements, and you should not place undue reliance on any such statements. A number of important factors could cause actual results to differ materially from the forward-looking statements contained in this material.

Securities may be subject to prepayment risk because borrowers are typically able to prepay principal. The Fund will not invest in real estate directly, but, because the Fund will invest the majority of its assets in securities secured by real estate, its portfolio will be significantly impacted by the performance of the real estate market and may experience more volatility and be exposed to greater risk than a more diversified portfolio. Quarterly repurchases by the Fund of its shares typically will be funded from available cash or sales of portfolio securities. The sale of securities to fund repurchases could reduce the market price of those securities, which in turn would reduce the Fund’s net asset value.

6753-NLD-5/26/2017

Vertical Capital Income Fund

PERFORMANCE (Unaudited)

Since Inception through March 31, 2017*

The Fund’s performance figures for the period ended March 31, 2017, compared to its benchmark:

	Six									Since
	Months			One Year			Three Years			Inception*
The Vertical Capital Income Fund		2.62	%		5.91	%		9.83	%		9.32	%
The Vertical Capital Income Fund with load		(2.01	)%		1.14	%		8.15	%		8.36	%
Barclays Capital Mortgage Backed Securities Index		(1.51	)%		0.17	%		2.69	%		2.05	%

The Fund commenced operations on December 30, 2011. The performance of the Fund is based on average annual returns.

The Barclays Capital Mortgage Backed Securities Index is an unmanaged index composed of securities backed by mortgage pools of Ginnie Mae,Freddie Mac and Fannie Mae. Investors cannot invest directly in an index or benchmark.

Past performance is not predictive of future results. The investment return and principal value of an investment will fluctuate. An investor’s shares, when redeemed, may be worth more or less than the original cost. Total return is calculated assuming reinvestment of all dividends and distributions. Total returns would have been lower had the Adviser not waived its fees and reimbursed a portion of the Fund’s expenses. The Fund’s total gross annual operating expenses, is 2.74% per the March 28, 2017 Prospectus. The graph does not reflect the deduction of taxes that a shareholder would have to pay on Fund distributions or the redemption of the Fund shares. For performance information current to the most recent month-end,please call 1-866-277-VCIF.

PORTFOLIO COMPOSITION** (Unaudited)

Mortgage Notes	99.9	%
Other Investments	0.1	%
	100.0	%

* *Based on Investments at Value as of March 31, 2017.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES - 97.6%
$	119,046	LOAN ID 200003	Fixed		7.250	%	9/1/2035	$	108,977
	260,468	Loan ID 200004	Fixed		7.990	%	10/1/2036		273,491
	68,271	Loan ID 200006	ARM		8.000	%	1/1/2036		71,685
	50,669	Loan ID 200008	ARM		4.250	%	3/28/2035		40,086
	50,988	Loan ID 200012	ARM		9.875	%	7/1/2037		49,637
	56,381	Loan ID 200013	Fixed		5.250	%	9/1/2040		52,936
	39,158	Loan ID 200016	ARM		10.375	%	1/1/2031		41,116
	52,558	Loan ID 200018	Fixed		7.000	%	1/1/2033		53,507
	60,541	Loan ID 200019	Fixed		7.000	%	12/1/2036		63,568
	100,265	Loan ID 200023	Fixed		5.875	%	12/1/2050		79,416
	131,224	Loan ID 200025	ARM		4.000	%	3/1/2034		136,760
	205,980	Loan ID 200026	Interest Only		4.750	%	1/1/2050		135,544
	228,102	Loan ID 200028	Fixed		4.875	%	6/1/2050		222,507
	216,232	Loan ID 200029	Fixed		6.310	%	7/1/2037		161,096
	335,942	Loan ID 200032	Fixed		3.130	%	1/1/2051		303,761
	558,200	Loan ID 200035	Fixed		4.625	%	11/1/2050		509,872
	66,010	Loan ID 200036	Fixed		7.940	%	1/12/2034		69,310
	163,202	Loan ID 200037	Fixed		7.800	%	5/1/2035		171,362
	120,216	Loan ID 200041	Fixed		4.875	%	8/1/2039		125,684
	41,246	Loan ID 200042	Fixed		7.000	%	12/1/2037		43,308
	62,473	Loan ID 200043	Fixed		6.125	%	7/1/2039		65,596
	119,887	Loan ID 200045	Fixed		5.625	%	12/1/2038		125,882
	36,941	Loan ID 200046	Fixed		8.000	%	7/1/2027		38,788
	52,753	Loan ID 200048	Fixed		5.500	%	8/1/2039		55,391
	156,936	Loan ID 200052	Fixed		5.125	%	5/1/2040		164,783
	55,634	Loan ID 200054	Fixed		8.250	%	3/1/2039		58,416
	83,139	Loan ID 200055	Fixed		10.000	%	1/5/2036		87,296
	127,883	Loan ID 200057	ARM		3.500	%	10/1/2036		119,364
	58,836	Loan ID 200059	Fixed		6.000	%	8/1/2039		53,619
	34,619	Loan ID 200060	Fixed		5.750	%	8/1/2039		36,350
	25,917	Loan ID 200065	ARM		7.750	%	1/1/2037		27,213
	219,102	Loan ID 200072	Fixed		0.000	%	2/1/2051		221,635
	159,579	Loan ID 200073	Fixed		0.000	%	2/1/2026		161,282
	151,810	Loan ID 200074	Fixed		0.000	%	2/1/2031		153,420
	202,963	Loan ID 200075	Fixed		4.250	%	2/1/2042		205,529
	169,660	Loan ID 200076	Fixed		4.250	%	12/1/2041		140,382
	31,539	Loan ID 200078	Fixed		7.000	%	8/1/2036		30,379
	134,341	Loan ID 200079	Fixed		4.000	%	8/1/2049		39,648
	136,271	Loan ID 200081	Fixed		2.000	%	9/1/2037		41,881
	67,699	Loan ID 200082	Fixed		8.250	%	4/1/2040		60,349
	185,779	Loan ID 200084	Fixed		7.000	%	3/1/2039		157,806
	196,976	Loan ID 200086	Fixed		4.000	%	11/1/2050		126,528
	223,528	Loan ID 200087	Fixed		6.000	%	3/1/2051		179,376
	122,986	Loan ID 200088	Fixed		7.000	%	6/1/2039		104,285
	266,937	Loan ID 200089	Fixed		2.000	%	3/1/2052		190,100
	274,095	Loan ID 200090	Fixed		3.000	%	11/1/2036		63,208

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	283,129	Loan ID 200091	Fixed		3.000	%	11/1/2051	$	207,010
	255,791	Loan ID 200092	Fixed		4.375	%	5/1/2036		163,018
	133,700	Loan ID 200093	Fixed		5.000	%	2/1/2038		138,957
	234,518	Loan ID 200094	ARM		3.625	%	9/1/2037		187,289
	375,279	Loan ID 200100	Fixed		5.000	%	7/1/2037		350,697
	73,839	Loan ID 200102	Fixed		8.250	%	3/1/2040		66,004
	184,410	Loan ID 200105	Fixed		4.000	%	12/1/2050		81,554
	154,553	Loan ID 200106	Fixed		3.000	%	2/1/2052		66,346
	439,815	Loan ID 200107	Fixed		2.000	%	7/1/2052		210,523
	184,311	Loan ID 200108	Fixed		3.000	%	6/1/2047		131,826
	112,394	Loan ID 200110	Fixed		8.250	%	8/1/2039		112,185
	124,724	Loan ID 200114	Fixed		3.000	%	10/1/2051		72,958
	403,882	Loan ID 200115	Fixed		3.000	%	11/1/2051		126,523
	146,675	Loan ID 200116	Fixed		7.125	%	3/1/2039		141,417
	403,218	Loan ID 200125	Fixed		3.000	%	5/1/2051		200,934
	125,145	Loan ID 200126	Fixed		8.250	%	8/1/2039		125,029
	141,983	Loan ID 200127	Fixed		5.000	%	8/1/2039		50,995
	72,571	Loan ID 200128	Fixed		4.000	%	7/1/2037		40,131
	458,704	Loan ID 200129	Fixed		4.625	%	3/1/2052		323,271
	33,176	Loan ID 200131	Fixed		3.875	%	11/1/2027		32,782
	183,356	Loan ID 200134	Fixed		3.750	%	12/1/2042		180,162
	122,845	Loan ID 200135	Fixed		4.375	%	12/1/2042		124,635
	223,554	Loan ID 200136	Fixed		2.875	%	10/1/2027		203,109
	126,215	Loan ID 200137	Fixed		4.500	%	9/1/2042		128,452
	44,093	Loan ID 200139	Fixed		4.625	%	5/1/2027		45,420
	78,769	Loan ID 200141	Fixed		4.250	%	2/1/2042		79,713
	126,454	Loan ID 200143	Fixed		3.000	%	2/1/2037		118,364
	389,055	Loan ID 200145	Fixed		3.000	%	8/1/2051		249,655
	100,089	Loan ID 200152	ARM		4.125	%	9/1/2037		102,741
	122,981	Loan ID 200157	Fixed		3.750	%	1/1/2043		122,981
	156,082	Loan ID 200158	Fixed		3.625	%	12/1/2042		133,376
	126,301	Loan ID 200160	Fixed		3.250	%	2/1/2043		118,574
	464,293	Loan ID 200161	Fixed		3.875	%	11/1/2041		460,291
	223,701	Loan ID 200162	Fixed		3.875	%	7/1/2042		221,356
	197,179	Loan ID 200165	Fixed		4.375	%	12/1/2041		200,440
	115,723	Loan ID 200166	Fixed		4.000	%	2/1/2032		115,253
	121,178	Loan ID 200168	Fixed		3.750	%	10/1/2042		117,994
	23,844	Loan ID 200169	Fixed		6.923	%	9/1/2034		25,036
	140,443	Loan ID 200172	Fixed		7.250	%	2/1/2037		146,103
	90,941	Loan ID 200174	Fixed		7.340	%	4/1/2037		95,488
	52,778	Loan ID 200175	Fixed		9.600	%	5/1/2037		54,291
	51,161	Loan ID 200177	Fixed		8.000	%	1/11/2022		53,719
	15,322	Loan ID 200179	Fixed		7.250	%	7/27/2019		16,088
	111,548	Loan ID 200181	Fixed		7.500	%	6/1/2041		115,127
	73,865	Loan ID 200184	Fixed		4.375	%	12/1/2042		74,837
	28,171	Loan ID 200185	Fixed		5.375	%	6/1/2042		29,580

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	53,728	Loan ID 200186	Fixed		5.125	%	8/1/2042		56,390
	150,389	Loan ID 200188	Fixed		3.875	%	2/1/2043		148,587
	334,552	Loan ID 200190	Fixed		3.625	%	11/1/2042		325,785
	130,047	Loan ID 200191	Fixed		4.125	%	11/1/2042		130,867
	164,280	Loan ID 200194	Fixed		4.750	%	9/1/2041		170,966
	265,612	Loan ID 200195	Fixed		3.875	%	3/1/2042		262,903
	100,486	Loan ID 200196	Fixed		4.500	%	1/1/2043		102,385
	39,153	Loan ID 200197	Fixed		4.750	%	11/1/2042		40,268
	40,997	Loan ID 200198	Fixed		5.250	%	10/1/2042		43,047
	288,196	Loan ID 200199	Fixed		4.000	%	9/1/2042		286,622
	245,416	Loan ID 200200	Fixed		3.875	%	9/1/2042		213,359
	54,116	Loan ID 200201	Fixed		5.125	%	8/1/2041		56,821
	59,141	Loan ID 200202	Fixed		4.375	%	12/1/2042		60,084
	23,836	Loan ID 200206	Fixed		3.990	%	12/1/2042		23,634
	48,889	Loan ID 200208	Fixed		4.250	%	1/1/2043		49,203
	205,775	Loan ID 200209	Fixed		3.875	%	8/1/2042		203,852
	134,513	Loan ID 200212	Fixed		3.875	%	2/1/2042		113,952
	283,222	Loan ID 200213	Fixed		4.125	%	1/1/2038		245,821
	56,774	Loan ID 200214	Fixed		5.750	%	7/1/2039		59,613
	115,191	Loan ID 200216	Fixed		5.750	%	9/1/2039		111,903
	145,141	Loan ID 200217	Fixed		5.250	%	7/1/2040		152,398
	74,921	Loan ID 200218	Fixed		4.250	%	12/1/2041		66,033
	199,881	Loan ID 200219	Fixed		4.250	%	4/1/2043		202,006
	214,858	Loan ID 200220	Fixed		3.875	%	5/1/2043		182,739
	164,816	Loan ID 200221	Fixed		4.250	%	4/1/2043		164,867
	208,708	Loan ID 200224	Fixed		4.000	%	7/1/2043		208,501
	82,290	Loan ID 200226	Fixed		5.250	%	7/1/2041		82,290
	51,064	Loan ID 200228	Fixed		4.625	%	8/1/2042		52,352
	162,373	Loan ID 200229	Fixed		3.750	%	7/1/2042		157,266
	146,574	Loan ID 200230	Fixed		3.500	%	2/1/2043		138,918
	130,880	Loan ID 200231	Fixed		3.625	%	12/1/2042		111,880
	68,855	Loan ID 200232	Fixed		3.875	%	8/1/2042		68,202
	134,873	Loan ID 200233	Fixed		2.990	%	11/1/2027		123,963
	93,521	Loan ID 200235	Fixed		3.750	%	12/1/2042		91,643
	310,105	Loan ID 200238	ARM		4.500	%	7/1/2035		292,923
	118,980	Loan ID 200243	Fixed		3.750	%	4/1/2043		115,787
	27,977	Loan ID 200244	Fixed		5.000	%	5/1/2042		28,996
	202,707	Loan ID 200245	Fixed		3.875	%	3/1/2043		200,378
	91,657	Loan ID 200286	Fixed		4.500	%	7/1/2043		93,823
	100,875	Loan ID 200287	Fixed		4.375	%	7/1/2043		102,325
	338,572	Loan ID 200288	Fixed		4.375	%	11/1/2041		345,020
	344,906	Loan ID 200289	Fixed		5.500	%	9/1/2043		362,152
	290,974	Loan ID 200290	Fixed		4.250	%	4/1/2043		294,333
	256,467	Loan ID 200295	Fixed		3.875	%	6/1/2043		252,892
	206,776	Loan ID 200296	Fixed		3.250	%	2/1/2043		194,063
	179,014	Loan ID 200297	Fixed		3.375	%	10/1/2042		170,258

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	195,181	Loan ID 200299	Fixed		3.625	%	10/1/2042	$	189,517
	118,694	Loan ID 200300	Fixed		8.400	%	10/20/2037		124,628
	109,739	Loan ID 200302	Fixed		9.875	%	10/1/2035		115,226
	140,091	Loan ID 200304	Fixed		7.250	%	10/1/2033		147,096
	720,640	Loan ID 200306	Fixed		4.870	%	5/1/2049		745,196
	48,042	Loan ID 200307	Fixed		6.500	%	7/1/2031		48,042
	208,738	Loan ID 200309	Fixed		3.000	%	12/1/2048		181,867
	133,361	Loan ID 200312	Fixed		9.000	%	4/1/2039		108,533
	43,481	Loan ID 200313	Fixed		8.500	%	3/1/2028		45,655
	304,983	Loan ID 200315	ARM		3.875	%	6/1/2037		262,890
	73,426	Loan ID 200317	Fixed		7.000	%	9/1/2032		77,097
	292,252	Loan ID 200318	Fixed		6.500	%	10/1/2036		294,771
	552,040	Loan ID 200325	Fixed		6.000	%	5/1/2042		215,157
	76,901	Loan ID 200326	Fixed		8.375	%	10/1/2036		80,746
	148,806	Loan ID 200327	Fixed		6.790	%	10/26/2036		156,246
	251,855	Loan ID 200330	Fixed		7.000	%	8/1/2037		260,143
	101,792	Loan ID 200332	Fixed		5.775	%	10/1/2037		106,881
	90,715	Loan ID 200334	Fixed		7.000	%	1/1/2033		95,251
	271,477	Loan ID 200335	Fixed		2.000	%	11/1/2052		146,864
	119,413	Loan ID 200336	Fixed		7.000	%	12/1/2042		38,747
	44,613	Loan ID 200337	Fixed		7.000	%	10/1/2034		46,843
	52,269	Loan ID 200338	ARM		10.500	%	8/1/2029		54,883
	157,831	Loan ID 200339	Fixed		2.000	%	10/1/2033		140,613
	33,973	Loan ID 200340	Fixed		7.000	%	3/1/2030		35,672
	290,379	Loan ID 200341	Fixed		7.000	%	8/1/2035		196,660
	62,502	Loan ID 200348	Fixed		6.500	%	7/1/2038		62,520
	238,384	Loan ID 200349	Fixed		7.000	%	1/1/2037		150,833
	56,854	Loan ID 200350	Fixed		7.500	%	3/1/2029		59,697
	78,745	Loan ID 200352	Fixed		7.000	%	8/1/2030		82,682
	42,439	Loan ID 200355	ARM		8.750	%	7/1/2032		44,295
	129,527	Loan ID 200358	Fixed		4.000	%	4/1/2025		120,812
	70,642	Loan ID 200361	Fixed		7.500	%	1/1/2034		74,174
	110,084	Loan ID 200362	Fixed		5.000	%	6/1/2045		57,940
	66,223	Loan ID 200366	Fixed		6.250	%	1/1/2033		66,223
	177,664	Loan ID 200368	Fixed		4.500	%	4/1/2036		182,761
	260,831	Loan ID 200369	Fixed		6.000	%	4/1/2044		273,872
	61,017	Loan ID 200373	Fixed		7.000	%	12/1/2036		51,744
	73,820	Loan ID 200374	ARM		7.000	%	5/1/2034		73,820
	75,242	Loan ID 200377	ARM		3.500	%	10/1/2036		69,095
	230,348	Loan ID 200378	Fixed		5.500	%	5/1/2045		206,100
	184,594	Loan ID 200380	Fixed		4.220	%	4/1/2049		164,598
	290,712	Loan ID 200381	Fixed		4.780	%	6/1/2037		243,688
	389,406	Loan ID 200383	Fixed		5.030	%	12/1/2046		372,327
	294,722	Loan ID 200384	Fixed		5.000	%	11/1/2047		237,170
	145,411	Loan ID 200385	Fixed		8.250	%	1/1/2040		152,682
	221,309	Loan ID 200386	Fixed		8.000	%	3/1/2041		159,116

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	74,275	Loan ID 200387	Fixed		4.000	%	6/1/2039	$	64,351
	120,918	Loan ID 200389	Fixed		4.820	%	9/1/2047		111,493
	200,382	Loan ID 200390	Fixed		4.780	%	4/16/2047		170,157
	174,101	Loan ID 200391	Fixed		4.000	%	1/13/2035		135,890
	66,636	Loan ID 200392	Fixed		10.000	%	6/5/2034		66,098
	103,709	Loan ID 200393	Fixed		5.070	%	8/1/2037		84,021
	128,130	Loan ID 200394	Fixed		7.150	%	8/1/2037		132,847
	79,949	Loan ID 200395	Fixed		4.860	%	4/1/2047		67,247
	72,702	Loan ID 200396	Fixed		10.000	%	2/1/2036		76,337
	106,932	Loan ID 200397	ARM		5.375	%	9/1/2037		112,071
	135,042	Loan ID 200398	Fixed		4.800	%	4/1/2037		113,446
	78,010	Loan ID 200399	Fixed		4.980	%	6/1/2037		67,276
	51,681	Loan ID 200403	Fixed		8.300	%	10/15/2032		54,265
	57,042	Loan ID 200404	Fixed		8.100	%	5/1/2037		59,894
	97,651	Loan ID 200405	Fixed		4.870	%	12/1/2035		89,712
	116,448	Loan ID 200406	Fixed		4.875	%	10/1/2051		121,808
	233,898	Loan ID 200407	Fixed		6.500	%	4/1/2042		237,940
	200,397	Loan ID 200408	Fixed		6.000	%	4/1/2039		184,727
	345,601	Loan ID 200409	Fixed		6.000	%	4/1/2049		145,508
	105,649	Loan ID 200411	Fixed		8.275	%	6/1/2037		110,932
	309,545	Loan ID 200412	Fixed		5.500	%	6/1/2045		182,850
	182,569	Loan ID 200416	Fixed		4.670	%	8/1/2053		154,291
	70,428	Loan ID 200417	Fixed		7.000	%	5/1/2035		73,949
	55,758	Loan ID 200418	Fixed		4.000	%	6/1/2035		54,653
	162,227	Loan ID 200419	Fixed		4.000	%	12/19/2035		158,916
	165,586	Loan ID 200420	Fixed		4.225	%	4/10/2038		147,012
	76,098	Loan ID 200421	Fixed		7.710	%	8/1/2037		78,868
	135,837	Loan ID 200422	Fixed		3.830	%	8/1/2053		106,587
	128,854	Loan ID 200423	Fixed		4.500	%	6/1/2043		131,499
	109,813	Loan ID 200424	Fixed		4.000	%	9/1/2028		109,108
	250,010	Loan ID 200427	Fixed		3.625	%	3/1/2043		243,158
	224,552	Loan ID 200430	Fixed		3.625	%	7/1/2043		217,390
	187,944	Loan ID 200431	Fixed		4.625	%	7/1/2043		193,968
	305,772	Loan ID 200432	Fixed		4.875	%	5/1/2043		316,548
	128,718	Loan ID 200433	Fixed		4.250	%	8/1/2043		130,178
	159,907	Loan ID 200434	Fixed		5.250	%	10/1/2043		167,903
	198,855	Loan ID 200435	Fixed		4.625	%	11/1/2052		187,664
	212,496	Loan ID 200436	Fixed		3.750	%	4/1/2043		207,539
	44,186	Loan ID 200439	Fixed		5.000	%	8/1/2041		42,162
	193,892	Loan ID 200441	Fixed		6.000	%	4/1/2045		154,346
	270,410	Loan ID 200443	Fixed		3.000	%	7/1/2049		192,725
	255,520	Loan ID 200444	Fixed		4.380	%	11/1/2038		175,333
	160,315	Loan ID 200445	Fixed		5.250	%	2/1/2039		168,331
	50,224	Loan ID 200447	Fixed		5.875	%	11/4/2034		52,735
	79,125	Loan ID 200448	Interest Only		5.750	%	5/1/2042		51,333
	125,759	Loan ID 200449	Fixed		5.000	%	7/1/2041		123,528

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	358,793	Loan ID 200451	Fixed		6.250	%	7/1/2038	$	376,733
	132,632	Loan ID 200452	Fixed		3.000	%	11/1/2041		96,235
	16,043	Loan ID 200453	ARM		6.250	%	3/1/2026		16,845
	238,119	Loan ID 200456	Fixed		2.000	%	11/1/2038		206,465
	207,885	Loan ID 200457	Fixed		5.750	%	12/10/2030		218,280
	188,893	Loan ID 200460	Fixed		7.000	%	7/1/2041		198,338
	383,231	Loan ID 200462	Fixed		6.000	%	7/1/2045		352,809
	244,368	Loan ID 200465	Fixed		6.500	%	7/1/2037		230,173
	104,476	Loan ID 200468	Fixed		5.625	%	12/1/2044		44,529
	128,600	Loan ID 200469	Fixed		6.500	%	7/1/2037		106,347
	291,111	Loan ID 200473	Fixed		4.000	%	12/1/2042		151,111
	242,097	Loan ID 200474	Fixed		5.750	%	11/1/2050		254,202
	168,400	Loan ID 200475	Fixed		5.450	%	7/1/2049		176,820
	191,507	Loan ID 200476	Fixed		6.000	%	9/1/2050		201,082
	205,019	Loan ID 200477	Fixed		4.125	%	12/1/2028		204,538
	109,645	Loan ID 200482	Fixed		4.375	%	11/1/2028		111,759
	103,000	Loan ID 200483	Fixed		4.375	%	11/1/2028		104,903
	74,690	Loan ID 200485	Fixed		4.125	%	2/1/2043		75,090
	248,227	Loan ID 200486	Fixed		3.500	%	1/1/2043		238,587
	158,652	Loan ID 200488	Fixed		4.250	%	1/1/2044		158,054
	114,218	Loan ID 200489	Fixed		4.000	%	3/1/2043		111,838
	76,363	Loan ID 200490	Fixed		4.000	%	11/1/2028		75,898
	206,743	Loan ID 200491	Fixed		5.500	%	10/1/2039		206,743
	120,924	Loan ID 200492	Fixed		4.000	%	1/1/2043		120,387
	276,283	Loan ID 200494	Fixed		4.625	%	10/1/2043		285,104
	200,518	Loan ID 200496	Fixed		3.875	%	2/1/2043		197,870
	321,521	Loan ID 200497	Fixed		3.250	%	4/1/2043		302,118
	270,462	Loan ID 200499	Fixed		4.250	%	1/1/2043		271,909
	216,305	Loan ID 200500	Fixed		5.875	%	2/1/2037		227,121
	149,076	Loan ID 200501	Fixed		7.250	%	12/1/2037		156,530
	191,223	Loan ID 200502	Fixed		5.000	%	5/1/2052		81,970
	381,730	Loan ID 200504	Fixed		3.375	%	3/1/2043		362,187
	73,594	Loan ID 200507	Fixed		4.500	%	9/1/2042		75,288
	243,962	Loan ID 200508	Fixed		2.000	%	10/1/2040		191,904
	331,244	Loan ID 200514	Fixed		3.000	%	4/1/2047		309,897
	99,190	Loan ID 200515	Fixed		8.250	%	2/1/2039		104,150
	102,930	Loan ID 200517	Fixed		8.000	%	5/1/2039		102,059
	202,495	Loan ID 200518	Fixed		3.000	%	12/1/2050		186,368
	313,481	Loan ID 200519	Fixed		3.000	%	11/1/2049		294,929
	67,470	Loan ID 200520	Fixed		3.260	%	7/1/2053		50,947
	118,622	Loan ID 200524	Fixed		3.500	%	6/1/2043		114,220
	282,700	Loan ID 200525	Fixed		3.250	%	12/1/2042		264,540
	111,072	Loan ID 200527	Fixed		4.500	%	12/1/2043		113,895
	136,331	Loan ID 200528	Fixed		4.375	%	2/1/2044		138,051
	394,696	Loan ID 200529	Fixed		4.625	%	2/1/2044		405,724
	173,778	Loan ID 200531	Fixed		4.625	%	11/1/2043		178,050

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	111,122	Loan ID 200532	Fixed		3.250	%	7/1/2043	$	104,038
	58,188	Loan ID 200536	Fixed		3.750	%	10/1/2042		36,133
	117,706	Loan ID 200537	Fixed		4.500	%	3/1/2042		106,090
	91,950	Loan ID 200538	Fixed		4.750	%	1/1/2043		94,487
	83,895	Loan ID 200540	Fixed		3.875	%	2/1/2043		82,849
	56,327	Loan ID 200545	Fixed		4.375	%	2/1/2029		57,198
	121,427	Loan ID 200546	Fixed		5.375	%	12/1/2043		127,499
	168,531	Loan ID 200548	Fixed		5.250	%	2/1/2044		176,957
	113,755	Loan ID 200550	Fixed		3.750	%	3/1/2043		111,263
	219,033	Loan ID 200555	Fixed		4.375	%	1/1/2044		223,710
	226,155	Loan ID 200561	Fixed		6.375	%	12/1/2036		225,571
	137,700	Loan ID 200564	Fixed		4.875	%	5/1/2039		144,065
	536,303	Loan ID 200565	Interest Only		4.000	%	6/1/2037		510,612
	131,261	Loan ID 200567	Fixed		3.375	%	5/1/2043		124,738
	99,008	Loan ID 200569	Fixed		5.125	%	2/1/2044		103,609
	425,337	Loan ID 200570	Fixed		3.625	%	6/1/2043		412,637
	135,871	Loan ID 200571	Fixed		4.500	%	7/1/2043		138,734
	164,865	Loan ID 200572	Fixed		4.375	%	3/1/2044		167,932
	95,560	Loan ID 200573	Fixed		3.750	%	9/1/2042		93,437
	129,903	Loan ID 200574	Fixed		4.875	%	1/1/2044		135,410
	165,161	Loan ID 200577	Fixed		3.125	%	4/1/2028		153,468
	183,052	Loan ID 200578	Fixed		4.750	%	8/1/2040		190,711
	48,398	Loan ID 200579	Fixed		4.875	%	5/1/2042		49,118
	173,876	Loan ID 200580	Fixed		4.125	%	11/1/2041		172,766
	38,472	Loan ID 200581	Fixed		4.750	%	9/1/2042		38,813
	371,108	Loan ID 200582	Fixed		4.000	%	11/1/2042		318,628
	83,768	Loan ID 200583	Fixed		3.625	%	9/1/2027		81,404
	346,949	Loan ID 200584	Fixed		3.375	%	4/1/2043		277,146
	169,851	Loan ID 200585	Fixed		4.000	%	6/1/2046		149,304
	325,888	Loan ID 200586	Fixed		3.500	%	1/1/2043		313,514
	250,738	Loan ID 200588	Fixed		3.750	%	5/1/2042		246,459
	61,058	Loan ID 200590	Fixed		4.125	%	7/1/2042		56,513
	100,713	Loan ID 200591	Fixed		4.875	%	3/1/2043		104,538
	97,932	Loan ID 200592	Fixed		4.375	%	6/1/2042		99,640
	66,838	Loan ID 200593	Fixed		3.875	%	6/1/2042		66,004
	226,587	Loan ID 200594	Fixed		4.250	%	4/1/2043		229,718
	38,755	Loan ID 200597	Fixed		5.625	%	2/1/2044		40,693
	135,220	Loan ID 200598	Fixed		4.625	%	2/1/2044		138,790
	119,780	Loan ID 200599	Fixed		4.125	%	2/1/2043		119,944
	195,423	Loan ID 200600	Fixed		4.625	%	4/1/2044		201,797
	183,751	Loan ID 200602	Fixed		3.750	%	3/1/2043		180,228
	46,046	Loan ID 200603	Fixed		4.125	%	6/1/2043		45,914
	73,119	Loan ID 200604	Fixed		3.500	%	1/1/2043		70,286
	140,338	Loan ID 200605	Fixed		4.875	%	11/1/2043		111,169
	127,592	Loan ID 200606	Fixed		3.625	%	12/1/2042		124,242
	212,075	Loan ID 200607	Fixed		2.875	%	11/1/2027		193,593

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	135,253	Loan ID 200608	Fixed		4.125	%	11/1/2043	$	120,800
	55,683	Loan ID 200611	Fixed		4.625	%	5/1/2043		57,281
	125,457	Loan ID 200612	Fixed		4.500	%	2/1/2043		128,597
	204,077	Loan ID 200613	Fixed		3.369	%	1/1/2043		194,281
	101,570	Loan ID 200615	Fixed		4.250	%	8/1/2043		102,600
	337,987	Loan ID 200616	Fixed		4.875	%	2/1/2044		351,427
	128,420	Loan ID 200618	Fixed		4.375	%	5/1/2042		130,879
	228,273	Loan ID 200620	Fixed		4.250	%	10/1/2043		227,296
	131,564	Loan ID 200621	Fixed		3.625	%	1/1/2043		126,914
	73,167	Loan ID 200623	Fixed		4.375	%	12/1/2042		74,172
	253,415	Loan ID 200624	Fixed		4.125	%	4/1/2043		254,164
	116,164	Loan ID 200626	Fixed		4.500	%	10/1/2043		105,887
	131,285	Loan ID 200627	Fixed		4.250	%	10/1/2043		132,828
	74,253	Loan ID 200628	Fixed		3.250	%	2/1/2028		69,677
	153,436	Loan ID 200629	Fixed		4.375	%	9/1/2043		153,676
	165,175	Loan ID 200630	Fixed		5.250	%	9/1/2043		173,434
	289,538	Loan ID 200631	Fixed		3.250	%	6/1/2043		272,466
	342,599	Loan ID 200632	Fixed		5.250	%	5/1/2044		358,782
	223,970	Loan ID 200633	Fixed		5.125	%	5/1/2044		233,499
	230,723	Loan ID 200634	Fixed		4.375	%	1/1/2044		234,684
	102,136	Loan ID 200635	Fixed		3.750	%	5/1/2029		98,923
	194,899	Loan ID 200636	Fixed		3.750	%	2/1/2053		196,022
	186,662	Loan ID 200638	Fixed		3.875	%	3/1/2043		142,245
	144,875	Loan ID 200642	Fixed		5.000	%	3/1/2044		135,486
	167,831	Loan ID 200644	Fixed		4.750	%	3/1/2044		174,126
	117,390	Loan ID 200645	Fixed		5.000	%	4/1/2044		122,298
	117,075	Loan ID 200647	Fixed		4.250	%	1/1/2044		118,482
	153,179	Loan ID 200648	Fixed		4.750	%	3/1/2044		159,262
	141,675	Loan ID 200649	Fixed		4.375	%	3/1/2044		143,771
	129,051	Loan ID 200650	Fixed		4.875	%	5/1/2044		119,312
	261,019	Loan ID 200651	Fixed		3.625	%	7/1/2043		252,520
	351,099	Loan ID 200653	Fixed		4.000	%	4/1/2053		351,861
	139,595	Loan ID 200655	Fixed		3.375	%	5/1/2043		132,486
	151,008	Loan ID 200656	Fixed		6.875	%	7/1/2037		127,092
	145,175	Loan ID 200657	Fixed		4.875	%	8/1/2051		151,831
	284,491	Loan ID 200659	Fixed		4.000	%	3/1/2053		201,591
	180,811	Loan ID 200660	Fixed		5.875	%	3/1/2038		189,852
	210,942	Loan ID 200662	Fixed		5.000	%	3/1/2044		219,564
	68,669	Loan ID 200663	Fixed		4.750	%	5/1/2044		71,155
	299,984	Loan ID 200668	Fixed		3.625	%	4/1/2043		292,109
	154,820	Loan ID 200669	Fixed		5.250	%	4/1/2044		161,577
	61,986	Loan ID 200670	Fixed		4.375	%	2/1/2029		62,986
	236,438	Loan ID 200671	Fixed		4.625	%	8/1/2043		242,323
	156,964	Loan ID 200672	Fixed		3.750	%	7/1/2043		150,715
	308,561	Loan ID 200674	Fixed		4.500	%	5/1/2044		310,727
	270,907	Loan ID 200675	Fixed		5.125	%	4/1/2044		282,997

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	119,448	Loan ID 200677	Fixed		3.625	%	5/1/2028	$	115,863
	463,875	Loan ID 200678	Fixed		4.375	%	2/1/2044		471,227
	253,801	Loan ID 200679	Fixed		5.000	%	4/1/2044		187,262
	189,323	Loan ID 200682	Fixed		4.875	%	5/1/2044		174,368
	125,908	Loan ID 200684	Fixed		4.875	%	4/1/2044		131,328
	229,264	Loan ID 200685	Fixed		4.875	%	5/1/2044		237,439
	183,609	Loan ID 200688	Fixed		4.250	%	3/1/2053		105,297
	133,999	Loan ID 200689	Fixed		4.375	%	12/1/2043		117,302
	224,240	Loan ID 200690	Fixed		4.250	%	4/1/2044		227,255
	285,718	Loan ID 200691	Fixed		4.500	%	5/1/2044		293,560
	243,249	Loan ID 200692	Fixed		4.625	%	7/1/2044		249,476
	106,596	Loan ID 200694	Fixed		4.500	%	9/1/2043		108,919
	48,246	Loan ID 200696	Fixed		3.750	%	10/1/2042		47,404
	135,327	Loan ID 200697	Fixed		4.500	%	1/1/2044		123,367
	186,919	Loan ID 200699	Fixed		4.125	%	7/1/2044		186,441
	93,343	Loan ID 200700	Fixed		4.250	%	2/1/2044		94,083
	167,022	Loan ID 200701	Fixed		4.750	%	6/1/2044		172,679
	96,652	Loan ID 200704	Fixed		4.375	%	3/1/2043		97,786
	102,712	Loan ID 200706	Fixed		4.990	%	6/1/2044		106,593
	132,135	Loan ID 200708	Fixed		4.875	%	2/1/2044		137,970
	51,045	Loan ID 200709	Fixed		4.375	%	4/1/2043		51,869
	115,109	Loan ID 200710	Fixed		4.500	%	7/1/2044		117,571
	115,399	Loan ID 200711	Fixed		3.750	%	7/1/2043		110,743
	215,182	Loan ID 200712	Fixed		3.875	%	2/1/2044		187,585
	601,515	Loan ID 200714	Fixed		4.175	%	11/1/2036		491,213
	211,079	Loan ID 200716	ARM		3.638	%	8/1/2037		178,531
	141,566	Loan ID 200720	ARM		3.500	%	4/1/2042		95,872
	184,708	Loan ID 200721	Fixed		3.000	%	8/1/2037		131,975
	149,428	Loan ID 200726	Fixed		4.125	%	9/1/2037		65,427
	169,773	Loan ID 200727	Fixed		2.625	%	7/1/2037		154,500
	446,642	Loan ID 200730	ARM		3.375	%	9/1/2036		416,788
	197,356	Loan ID 200732	Fixed		4.125	%	9/1/2027		196,440
	230,370	Loan ID 200733	Fixed		3.750	%	12/1/2042		226,157
	242,301	Loan ID 200734	ARM		3.375	%	4/1/2044		246,118
	101,804	Loan ID 200735	Fixed		4.500	%	6/1/2044		104,149
	144,301	Loan ID 200736	Fixed		4.750	%	5/1/2044		131,538
	131,498	Loan ID 200740	Fixed		4.875	%	6/1/2044		136,407
	177,254	Loan ID 200742	Fixed		4.250	%	4/1/2043		166,837
	192,118	Loan ID 200744	Fixed		3.625	%	6/1/2043		186,257
	122,650	Loan ID 200745	Fixed		3.250	%	6/1/2043		115,310
	332,089	Loan ID 200747	Fixed		4.125	%	5/1/2043		332,803
	450,720	Loan ID 200748	Fixed		4.750	%	12/1/2043		465,876
	153,766	Loan ID 200749	Fixed		4.750	%	9/1/2043		159,704
	243,043	Loan ID 200750	Fixed		4.750	%	5/1/2044		252,659
	59,871	Loan ID 200753	Fixed		5.250	%	5/1/2044		61,357
	223,927	Loan ID 200754	Fixed		4.750	%	8/1/2044		232,069

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	55,692	Loan ID 200755	Fixed		4.250	%	6/1/2043	$	56,311
	190,133	Loan ID 200756	Fixed		4.875	%	11/1/2043		170,625
	126,712	Loan ID 200759	Fixed		3.750	%	6/1/2043		124,393
	172,850	Loan ID 200760	Fixed		3.750	%	6/1/2043		169,393
	302,871	Loan ID 200762	Fixed		3.875	%	5/1/2042		257,878
	153,875	Loan ID 200763	Fixed		4.250	%	11/1/2043		152,821
	204,878	Loan ID 200765	Fixed		4.875	%	11/1/2043		211,779
	493,851	Loan ID 200766	Fixed		3.625	%	12/1/2042		480,730
	175,445	Loan ID 200771	Fixed		4.500	%	4/1/2043		175,445
	247,125	Loan ID 200772	Fixed		3.750	%	3/1/2043		242,742
	57,973	Loan ID 200773	Fixed		3.750	%	10/1/2043		42,556
	205,818	Loan ID 200774	Fixed		3.875	%	7/1/2043		203,408
	44,625	Loan ID 200775	Fixed		4.250	%	4/1/2043		44,965
	81,507	Loan ID 200776	Fixed		4.250	%	3/1/2044		82,053
	53,645	Loan ID 200777	Fixed		4.750	%	6/1/2044		47,928
	143,115	Loan ID 200779	Fixed		4.625	%	8/1/2044		146,225
	167,805	Loan ID 200781	Fixed		4.625	%	9/1/2044		170,608
	140,463	Loan ID 200783	Fixed		4.750	%	9/1/2044		145,342
	114,729	Loan ID 200785	Fixed		4.500	%	8/1/2044		117,412
	227,364	Loan ID 200786	Fixed		4.625	%	7/1/2044		211,960
	43,218	Loan ID 200787	Fixed		4.750	%	9/1/2044		44,019
	186,956	Loan ID 200788	Fixed		3.625	%	12/1/2028		179,837
	130,492	Loan ID 200789	Fixed		3.750	%	9/1/2044		125,790
	151,502	Loan ID 200790	Fixed		4.250	%	8/1/2044		153,550
	203,484	Loan ID 200791	Fixed		4.875	%	6/1/2044		210,097
	360,011	Loan ID 200792	Fixed		3.375	%	1/1/2043		202,731
	368,982	Loan ID 200793	Fixed		3.000	%	10/1/2051		144,504
	93,633	Loan ID 200795	Fixed		6.750	%	8/1/2036		93,079
	71,404	Loan ID 200796	Fixed		3.170	%	12/1/2053		46,254
	416,850	Loan ID 200797	Fixed		4.000	%	6/1/2052		335,482
	59,350	Loan ID 200799	Fixed		4.000	%	2/5/2053		55,848
	64,893	Loan ID 200800	Fixed		4.000	%	1/1/2053		57,444
	356,878	Loan ID 200803	Fixed		3.250	%	11/1/2050		204,803
	154,224	Loan ID 200805	Fixed		4.000	%	7/1/2050		102,815
	158,245	Loan ID 200806	Fixed		5.000	%	8/1/2049		96,635
	58,076	Loan ID 200808	Fixed		4.000	%	11/1/2050		20,569
	116,405	Loan ID 200809	Fixed		4.000	%	4/1/2050		57,816
	75,329	Loan ID 200810	Fixed		5.000	%	1/1/2050		51,027
	110,239	Loan ID 200811	Fixed		4.000	%	4/1/2050		68,607
	271,925	Loan ID 200813	Fixed		2.000	%	12/1/2049		104,353
	240,524	Loan ID 200814	Fixed		8.250	%	7/1/2039		252,550
	312,685	Loan ID 200815	Fixed		2.000	%	3/1/2053		169,814
	281,154	Loan ID 200817	Fixed		5.000	%	1/1/2050		190,981
	54,005	Loan ID 200818	Fixed		3.490	%	8/1/2051		41,234
	133,443	Loan ID 200820	Fixed		4.000	%	7/1/2044		133,085
	209,077	Loan ID 200821	Fixed		4.250	%	8/1/2044		211,578

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	81,521	Loan ID 200823	Fixed		4.250	%	9/1/2044	$	82,485
	221,615	Loan ID 200824	Fixed		4.250	%	8/1/2044		198,127
	106,279	Loan ID 200826	Fixed		4.375	%	9/1/2044		107,156
	186,037	Loan ID 200827	Fixed		3.875	%	6/1/2044		179,796
	234,626	Loan ID 200828	Fixed		4.375	%	7/1/2044		211,765
	238,968	Loan ID 200829	Fixed		4.375	%	7/1/2043		243,102
	208,522	Loan ID 200830	ARM		2.875	%	7/1/2044		192,406
	77,164	Loan ID 200831	Fixed		4.250	%	10/1/2044		77,535
	341,069	Loan ID 200832	Fixed		4.250	%	10/1/2044		337,983
	356,639	Loan ID 200833	Fixed		4.250	%	1/1/2043		360,669
	160,509	Loan ID 200834	Fixed		4.125	%	7/1/2043		161,201
	328,454	Loan ID 200835	Fixed		5.000	%	8/1/2043		343,590
	183,427	Loan ID 200838	Fixed		3.750	%	8/1/2044		178,300
	234,695	Loan ID 200839	Fixed		5.000	%	5/1/2044		244,911
	181,304	Loan ID 200842	Fixed		4.250	%	8/1/2044		182,396
	358,763	Loan ID 200843	Fixed		4.750	%	10/1/2043		369,573
	303,588	Loan ID 200844	Fixed		4.500	%	7/1/2043		310,624
	203,914	Loan ID 200846	Fixed		4.375	%	11/1/2043		186,113
	182,206	Loan ID 200847	Fixed		4.750	%	10/1/2044		188,537
	178,109	Loan ID 200848	Fixed		2.000	%	6/1/2051		128,308
	614,211	Loan ID 200852	Fixed		2.868	%	2/1/2053		533,189
	111,608	Loan ID 200853	Fixed		4.818	%	4/1/2037		102,883
	104,690	Loan ID 200854	Fixed		2.500	%	4/1/2053		90,491
	225,293	Loan ID 200855	ARM		3.988	%	7/1/2037		183,148
	206,406	Loan ID 200856	Fixed		6.000	%	6/1/2042		87,736
	265,755	Loan ID 200858	Fixed		2.000	%	1/1/2053		206,372
	245,032	Loan ID 200859	Fixed		2.170	%	12/1/2052		118,720
	166,464	Loan ID 200860	Fixed		2.000	%	3/1/2052		111,925
	426,779	Loan ID 200861	Fixed		2.000	%	6/1/2054		372,121
	251,602	Loan ID 200863	Fixed		2.000	%	7/1/2052		166,302
	262,737	Loan ID 200864	Fixed		4.000	%	1/1/2037		170,408
	266,764	Loan ID 200866	Fixed		2.000	%	5/1/2053		231,515
	113,329	Loan ID 200867	Fixed		2.370	%	9/1/2053		99,146
	199,764	Loan ID 200873	Fixed		3.525	%	11/1/2053		151,908
	567,140	Loan ID 200875	Fixed		2.000	%	5/1/2054		452,517
	198,833	Loan ID 200876	ARM		3.500	%	5/1/2035		203,602
	390,415	Loan ID 200877	Fixed		4.750	%	9/1/2042		321,780
	135,907	Loan ID 200878	Fixed		4.000	%	7/1/2050		110,201
	191,111	Loan ID 200880	Fixed		4.250	%	6/1/2043		193,363
	83,009	Loan ID 200883	Fixed		3.375	%	5/1/2028		78,711
	173,821	Loan ID 200885	Fixed		4.875	%	10/1/2044		180,100
	95,395	Loan ID 200886	Fixed		4.250	%	10/1/2044		96,317
	252,506	Loan ID 200887	Fixed		4.750	%	9/1/2044		260,683
	236,765	Loan ID 200888	Fixed		4.500	%	9/1/2044		237,919
	134,474	Loan ID 200890	Fixed		4.375	%	11/1/2044		117,174
	206,974	Loan ID 200891	Fixed		4.250	%	10/1/2044		207,636

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	254,880	Loan ID 200892	Fixed		3.750	%	9/1/2043	$	178,559
	222,721	Loan ID 200893	Fixed		5.000	%	11/1/2043		232,291
	98,136	Loan ID 200894	Fixed		5.000	%	10/1/2043		102,342
	225,449	Loan ID 200895	Fixed		3.875	%	11/1/2043		222,989
	195,032	Loan ID 200897	Fixed		4.750	%	10/1/2044		142,708
	372,902	Loan ID 200900	Fixed		4.375	%	9/1/2044		375,889
	660,621	Loan ID 200902	Fixed		4.250	%	9/1/2044		669,315
	251,108	Loan ID 200904	Fixed		5.125	%	9/1/2044		259,318
	402,032	Loan ID 200905	Fixed		5.375	%	9/1/2044		419,905
	311,263	Loan ID 200906	Fixed		4.875	%	2/1/2035		325,563
	354,520	Loan ID 200907	ARM		3.664	%	8/1/2047		349,849
	105,976	Loan ID 200908	Fixed		4.000	%	6/1/2049		106,604
	115,780	Loan ID 200909	Fixed		4.870	%	3/1/2046		106,838
	203,362	Loan ID 200910	Fixed		3.300	%	4/1/2053		121,329
	723,314	Loan ID 200912	Interest Only		4.500	%	3/1/2037		654,904
	59,662	Loan ID 200913	Fixed		4.250	%	5/1/2047		30,554
	152,389	Loan ID 200914	Fixed		2.875	%	12/1/2047		106,251
	94,611	Loan ID 200916	Fixed		4.000	%	10/1/2037		91,685
	160,001	Loan ID 200917	Fixed		4.875	%	1/1/2051		167,477
	546,958	Loan ID 200919	Fixed		3.000	%	8/1/2045		453,429
	97,907	Loan ID 200921	ARM		3.875	%	7/1/2051		102,022
	424,283	Loan ID 200922	Fixed		3.340	%	9/1/2053		416,780
	429,219	Loan ID 200923	Fixed		4.875	%	12/1/2036		449,210
	509,772	Loan ID 200924	Fixed		5.500	%	9/1/2051		535,261
	327,557	Loan ID 200927	Fixed		3.000	%	8/1/2038		309,809
	123,207	Loan ID 200928	Fixed		4.800	%	12/1/2036		128,335
	162,551	Loan ID 200929	Fixed		4.625	%	1/1/2043		167,109
	241,702	Loan ID 200930	Fixed		4.000	%	12/1/2050		183,689
	390,340	Loan ID 200931	Fixed		4.250	%	12/1/2052		348,072
	304,671	Loan ID 200933	Fixed		4.250	%	3/1/2043		308,020
	115,468	Loan ID 200934	Fixed		3.810	%	1/1/2043		113,553
	179,443	Loan ID 200935	Fixed		3.875	%	4/1/2043		177,529
	196,489	Loan ID 200936	Fixed		4.000	%	5/1/2042		195,955
	174,922	Loan ID 200938	Fixed		4.125	%	4/1/2043		174,439
	122,720	Loan ID 200939	Fixed		4.170	%	5/1/2042		123,980
	200,802	Loan ID 200940	Fixed		3.250	%	2/1/2043		188,601
	117,179	Loan ID 200941	Fixed		3.780	%	1/1/2043		115,069
	281,753	Loan ID 200942	Fixed		4.000	%	4/1/2043		280,703
	104,920	Loan ID 200944	Fixed		4.500	%	2/1/2044		106,147
	142,316	Loan ID 200945	Fixed		5.125	%	4/1/2044		148,451
	290,885	Loan ID 200947	Fixed		4.000	%	2/1/2043		289,526
	130,440	Loan ID 200948	Fixed		4.625	%	12/1/2042		133,585
	283,963	Loan ID 200949	Fixed		3.875	%	4/1/2043		280,905
	183,576	Loan ID 200952	Fixed		3.875	%	1/1/2043		181,358
	118,770	Loan ID 200953	Fixed		3.750	%	12/1/2042		115,934
	382,403	Loan ID 200954	Fixed		3.625	%	1/1/2043		371,269

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	333,051	Loan ID 200955	Fixed		3.250	%	5/1/2043	$	313,256
	264,290	Loan ID 200956	Fixed		5.000	%	8/1/2051		277,504
	97,153	Loan ID 200958	Fixed		3.875	%	6/1/2043		95,825
	422,610	Loan ID 200959	Fixed		4.000	%	11/1/2042		421,918
	378,981	Loan ID 200960	Fixed		3.500	%	1/1/2043		363,606
	180,212	Loan ID 200961	Fixed		4.750	%	6/1/2043		186,460
	208,434	Loan ID 200962	Fixed		4.250	%	10/1/2044		210,315
	119,101	Loan ID 200963	Fixed		4.750	%	9/1/2044		120,741
	356,944	Loan ID 200964	Fixed		3.750	%	7/1/2043		349,805
	147,500	Loan ID 200966	Fixed		4.875	%	7/1/2044		138,462
	95,776	Loan ID 200968	Fixed		4.250	%	11/1/2044		81,755
	365,553	Loan ID 200969	Fixed		4.875	%	8/1/2043		379,513
	155,443	Loan ID 200974	Fixed		4.250	%	10/1/2044		156,656
	57,702	Loan ID 200975	Fixed		4.750	%	12/1/2044		59,694
	354,555	Loan ID 200977	Fixed		4.875	%	9/1/2044		369,176
	209,461	Loan ID 200983	Fixed		4.375	%	8/1/2044		212,569
	153,981	Loan ID 200984	Fixed		5.000	%	10/1/2043		161,193
	261,050	Loan ID 200985	Fixed		4.250	%	12/1/2044		230,085
	154,711	Loan ID 200986	Fixed		4.250	%	12/1/2044		162,446
	115,270	Loan ID 200987	Fixed		4.625	%	10/1/2044		118,235
	213,869	Loan ID 200989	Fixed		3.750	%	6/1/2029		207,883
	287,240	Loan ID 200992	Fixed		4.125	%	5/1/2043		288,747
	170,324	Loan ID 200993	Fixed		2.004	%	7/15/2049		146,893
	203,399	Loan ID 200994	Fixed		4.125	%	5/1/2053		205,635
	56,952	Loan ID 200996	Fixed		2.500	%	8/1/2048		38,454
	98,591	Loan ID 200997	Fixed		2.000	%	3/1/2051		68,268
	367,218	Loan ID 200998	Fixed		3.875	%	12/1/2050		316,968
	73,883	Loan ID 201000	Fixed		5.125	%	2/1/2039		70,700
	31,285	Loan ID 201002	Fixed		0.000	%	10/1/2024		31,651
	131,526	Loan ID 201005	Fixed		4.750	%	7/1/2041		136,530
	43,863	Loan ID 201006	Fixed		6.875	%	3/1/2038		43,863
	83,521	Loan ID 201007	Fixed		7.125	%	4/1/2037		87,697
	70,717	Loan ID 201009	Fixed		0.000	%	4/1/2033		71,757
	81,471	Loan ID 201010	Fixed		5.500	%	4/1/2039		80,115
	21,034	Loan ID 201011	Fixed		0.000	%	2/1/2023		21,317
	46,733	Loan ID 201012	Fixed		7.500	%	12/1/2038		48,192
	56,800	Loan ID 201013	Fixed		7.500	%	12/1/2038		49,089
	91,886	Loan ID 201014	Fixed		0.000	%	2/1/2033		93,045
	15,124	Loan ID 201015	Fixed		0.000	%	3/29/2021		15,361
	108,412	Loan ID 201016	Fixed		6.500	%	2/1/2036		113,833
	25,480	Loan ID 201017	Fixed		0.000	%	4/1/2032		25,811
	318,698	Loan ID 201018	Fixed		6.750	%	6/1/2037		334,633
	98,825	Loan ID 201019	ARM		4.875	%	2/1/2037		103,766
	96,719	Loan ID 201020	Fixed		0.000	%	10/1/2034		97,877
	105,320	Loan ID 201021	Fixed		6.870	%	8/1/2047		110,586
	80,577	Loan ID 201022	ARM		3.500	%	5/1/2037		63,696

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	144,401	Loan ID 201023	Fixed		6.450	%	2/1/2036	$	119,274
	100,680	Loan ID 201024	Fixed		9.000	%	3/1/2037		105,714
	81,505	Loan ID 201026	Fixed		7.750	%	12/1/2035		51,006
	107,383	Loan ID 201027	Fixed		9.538	%	3/1/2037		112,752
	104,472	Loan ID 201030	Fixed		5.000	%	7/1/2042		109,696
	142,738	Loan ID 201032	Fixed		4.500	%	11/1/2044		141,646
	289,025	Loan ID 201033	Fixed		4.125	%	12/1/2044		290,523
	96,655	Loan ID 201036	Fixed		4.375	%	12/1/2044		95,964
	69,560	Loan ID 201037	Fixed		8.250	%	7/1/2039		73,038
	276,650	Loan ID 201040	Fixed		3.000	%	11/1/2045		201,455
	91,811	Loan ID 201041	Fixed		3.750	%	11/1/2052		62,834
	118,425	Loan ID 201043	Fixed		4.000	%	4/1/2039		118,425
	183,997	Loan ID 201044	Fixed		4.870	%	3/29/2037		192,485
	111,139	Loan ID 201045	Fixed		2.000	%	7/1/2037		83,802
	265,168	Loan ID 201046	Fixed		2.000	%	4/1/2053		208,360
	109,563	Loan ID 201047	Fixed		3.000	%	4/1/2053		78,617
	174,647	Loan ID 201048	Fixed		2.000	%	4/1/2052		121,226
	273,233	Loan ID 201051	Fixed		3.174	%	9/1/2053		219,212
	65,901	Loan ID 201053	Fixed		3.860	%	7/1/2053		65,575
	213,552	Loan ID 201054	Fixed		2.400	%	5/17/2050		183,972
	596,449	Loan ID 201056	Fixed		2.000	%	7/1/2054		526,349
	168,982	Loan ID 201057	Fixed		2.000	%	1/1/2050		147,945
	135,581	Loan ID 201058	Fixed		2.500	%	8/1/2037		118,773
	135,315	Loan ID 201059	Fixed		2.000	%	4/1/2053		117,737
	114,826	Loan ID 201060	ARM		3.625	%	7/1/2035		85,526
	87,441	Loan ID 201061	Fixed		5.000	%	3/1/2050		70,733
	120,641	Loan ID 201062	Fixed		3.100	%	4/1/2047		113,679
	125,779	Loan ID 201063	Fixed		4.000	%	9/1/2047		109,933
	50,852	Loan ID 201064	Fixed		2.000	%	12/1/2052		39,929
	214,875	Loan ID 201065	Fixed		3.000	%	7/1/2037		153,763
	232,779	Loan ID 201066	Fixed		4.250	%	12/1/2046		236,631
	440,119	Loan ID 201067	Fixed		4.750	%	1/1/2044		448,240
	69,656	Loan ID 201069	Fixed		4.625	%	12/1/2044		71,356
	623,163	Loan ID 201070	Fixed		4.250	%	2/1/2045		628,115
	178,458	Loan ID 201071	Fixed		4.625	%	11/1/2044		164,291
	115,349	Loan ID 201072	Fixed		3.500	%	3/1/2028		94,220
	47,129	Loan ID 201073	Fixed		3.125	%	4/1/2023		43,695
	96,680	Loan ID 201075	Fixed		4.375	%	10/1/2044		97,838
	127,541	Loan ID 201076	Fixed		3.500	%	12/1/2042		122,371
	136,563	Loan ID 201077	Fixed		3.625	%	7/1/2044		116,254
	265,160	Loan ID 201081	ARM		3.000	%	10/1/2044		271,293
	124,466	Loan ID 201082	Fixed		3.875	%	12/1/2044		120,321
	228,987	Loan ID 201084	Fixed		5.000	%	8/1/2038		240,436
	148,512	Loan ID 201086	Fixed		4.625	%	11/1/2044		138,010
	271,418	Loan ID 201089	Fixed		4.000	%	8/1/2044		208,230
	160,744	Loan ID 201091	Fixed		4.125	%	1/1/2045		140,178

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	259,795	Loan ID 201092	Fixed		5.250	%	4/1/2046	$	272,104
	138,051	Loan ID 201093	Fixed		4.125	%	9/1/2043		116,735
	152,178	Loan ID 201094	Fixed		4.550	%	3/1/2044		151,890
	235,001	Loan ID 201095	Fixed		3.875	%	8/1/2044		228,926
	237,510	Loan ID 201097	Fixed		3.990	%	1/1/2045		205,899
	145,370	Loan ID 201099	Fixed		2.875	%	3/1/2030		131,634
	98,028	Loan ID 201100	Fixed		4.125	%	7/1/2043		98,702
	352,964	Loan ID 201101	Fixed		4.625	%	3/1/2045		354,465
	156,170	Loan ID 201103	ARM		2.875	%	5/1/2044		156,812
	161,535	Loan ID 201104	Fixed		4.375	%	4/1/2045		145,470
	296,316	Loan ID 201105	Fixed		4.250	%	11/1/2044		299,040
	80,303	Loan ID 201107	Fixed		5.150	%	2/1/2036		77,431
	153,409	Loan ID 201108	Fixed		4.750	%	2/1/2054		141,057
	533,016	Loan ID 201110	ARM		4.000	%	4/1/2037		395,127
	161,480	Loan ID 201111	Fixed		4.000	%	4/1/2050		80,497
	249,952	Loan ID 201112	Fixed		4.750	%	8/1/2037		260,216
	78,738	Loan ID 201113	Fixed		5.750	%	12/1/2052		82,675
	110,687	Loan ID 201114	Fixed		8.087	%	5/1/2054		116,221
	511,745	Loan ID 201115	Fixed		4.000	%	2/1/2051		333,444
	246,268	Loan ID 201118	Fixed		2.000	%	11/1/2054		128,845
	128,525	Loan ID 201119	Fixed		4.000	%	5/1/2034		124,643
	52,863	Loan ID 201120	Fixed		4.500	%	4/1/2037		47,757
	92,156	Loan ID 201121	Fixed		3.000	%	10/1/2037		69,463
	86,059	Loan ID 201122	Fixed		4.750	%	11/1/2048		79,567
	172,668	Loan ID 201123	Fixed		3.000	%	7/1/2054		107,802
	249,237	Loan ID 201124	Fixed		4.750	%	4/1/2040		259,413
	436,175	Loan ID 201126	Fixed		6.500	%	4/1/2049		439,472
	83,970	Loan ID 201127	ARM		5.000	%	4/1/2037		71,313
	278,128	Loan ID 201128	Fixed		3.000	%	10/1/2036		148,145
	160,220	Loan ID 201129	Fixed		4.875	%	6/1/2051		118,375
	121,942	Loan ID 201130	Fixed		4.850	%	2/1/2038		126,107
	120,176	Loan ID 201131	Fixed		6.353	%	5/1/2053		110,099
	170,550	Loan ID 201132	Fixed		3.000	%	7/1/2037		124,148
	153,270	Loan ID 201133	Fixed		2.000	%	6/1/2051		107,029
	199,039	Loan ID 201134	Fixed		2.000	%	10/1/2053		151,904
	528,555	Loan ID 201135	Fixed		2.000	%	6/1/2051		410,484
	522,291	Loan ID 201136	Fixed		2.000	%	2/1/2036		434,045
	289,758	Loan ID 201137	Fixed		2.000	%	12/1/2052		215,107
	59,071	Loan ID 201138	Fixed		4.250	%	3/1/2034		59,071
	162,381	Loan ID 201139	Fixed		2.000	%	11/1/2053		128,355
	157,344	Loan ID 201140	Fixed		4.870	%	1/1/2038		148,814
	142,446	Loan ID 201141	Fixed		2.000	%	5/1/2052		102,693
	447,546	Loan ID 201142	Fixed		2.000	%	9/1/2035		332,634
	89,730	Loan ID 201143	Fixed		2.000	%	11/1/2037		68,390
	101,946	Loan ID 201144	Fixed		4.000	%	9/1/2045		88,846
	228,579	Loan ID 201145	Fixed		4.375	%	4/1/2051		210,543

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	132,906	Loan ID 201146	Fixed		4.875	%	8/1/2054	$	112,674
	109,796	Loan ID 201147	Fixed		3.000	%	11/1/2051		88,025
	97,470	Loan ID 201148	Fixed		3.950	%	10/1/2042		87,267
	278,877	Loan ID 201149	Fixed		5.719	%	6/1/2051		109,371
	101,386	Loan ID 201150	Fixed		2.000	%	7/1/2037		87,588
	475,306	Loan ID 201152	Fixed		2.000	%	8/1/2050		377,139
	248,884	Loan ID 201153	Fixed		4.000	%	6/1/2050		189,904
	60,605	Loan ID 201154	ARM		3.625	%	11/1/2041		63,072
	95,561	Loan ID 201155	Fixed		2.000	%	11/1/2053		61,630
	64,501	Loan ID 201156	Fixed		4.000	%	4/1/2050		42,677
	290,631	Loan ID 201157	Fixed		4.000	%	3/1/2055		291,446
	203,115	Loan ID 201160	Fixed		4.920	%	10/1/2049		127,912
	295,316	Loan ID 201161	Fixed		3.000	%	6/1/2054		175,644
	142,338	Loan ID 201162	Fixed		2.125	%	12/1/2052		91,992
	382,035	Loan ID 201163	Fixed		4.750	%	12/1/2049		248,486
	165,382	Loan ID 201164	Fixed		4.250	%	11/1/2051		168,322
	113,237	Loan ID 201165	Fixed		4.750	%	1/1/2044		117,262
	119,132	Loan ID 201166	Fixed		2.000	%	12/1/2054		97,074
	434,741	Loan ID 201168	Fixed		2.000	%	4/1/2052		332,759
	109,210	Loan ID 201169	Fixed		5.934	%	9/1/2037		100,107
	66,901	Loan ID 201170	Fixed		4.375	%	7/1/2037		67,596
	69,358	Loan ID 201171	Fixed		2.000	%	5/1/2051		37,458
	104,262	Loan ID 201172	Fixed		4.000	%	6/1/2050		75,958
	108,700	Loan ID 201173	Fixed		2.000	%	11/1/2047		52,890
	147,731	Loan ID 201174	Fixed		4.750	%	1/1/2053		152,017
	63,783	Loan ID 201175	Fixed		5.000	%	9/1/2044		66,972
	134,877	Loan ID 201176	Fixed		4.250	%	8/1/2053		123,999
	265,735	Loan ID 201177	Fixed		2.000	%	7/1/2046		216,844
	306,654	Loan ID 201178	Fixed		3.193	%	6/1/2051		134,720
	301,040	Loan ID 201179	Fixed		3.000	%	5/1/2051		162,992
	416,174	Loan ID 201180	Fixed		2.000	%	6/1/2053		328,842
	311,672	Loan ID 201181	Fixed		4.500	%	4/1/2034		320,819
	50,664	Loan ID 201182	Fixed		3.290	%	3/1/2034		37,948
	134,356	Loan ID 201183	Fixed		2.375	%	10/1/2052		105,539
	63,639	Loan ID 201184	Fixed		4.000	%	6/1/2049		64,012
	258,783	Loan ID 201185	Fixed		5.760	%	10/1/2053		233,947
	81,986	Loan ID 201187	Fixed		2.000	%	11/1/2048		43,792
	621,805	Loan ID 201188	Fixed		2.000	%	8/1/2052		434,598
	160,059	Loan ID 201190	Fixed		4.250	%	6/1/2051		162,872
	212,664	Loan ID 201191	Fixed		3.000	%	2/1/2037		206,031
	117,572	Loan ID 201192	Fixed		2.000	%	2/1/2051		76,922
	230,779	Loan ID 201193	Fixed		3.000	%	5/1/2051		144,929
	326,970	Loan ID 201194	Fixed		2.000	%	6/1/2054		249,762
	146,375	Loan ID 201195	Fixed		3.500	%	5/1/2036		115,441
	632,998	Loan ID 201196	Fixed		2.000	%	11/1/2036		510,099
	176,287	Loan ID 201197	Fixed		5.125	%	8/1/2037		165,908

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	336,314	Loan ID 201199	Fixed		5.000	%	11/1/2046	$	270,911
	289,807	Loan ID 201200	Fixed		4.500	%	3/1/2044		293,941
	292,143	Loan ID 201201	Fixed		4.500	%	8/1/2044		298,689
	191,955	Loan ID 201202	Fixed		3.750	%	8/1/2044		158,421
	126,118	Loan ID 201203	Fixed		3.875	%	12/1/2044		106,408
	455,557	Loan ID 201204	Fixed		3.750	%	4/1/2045		442,734
	150,070	Loan ID 201205	Fixed		4.625	%	1/1/2045		153,484
	131,316	Loan ID 201206	Fixed		3.990	%	4/1/2045		130,310
	422,687	Loan ID 201207	Fixed		4.625	%	8/1/2051		382,845
	116,204	Loan ID 201208	Fixed		4.625	%	4/1/2045		117,948
	180,915	Loan ID 201209	Fixed		4.250	%	4/1/2045		172,401
	173,843	Loan ID 201210	Fixed		3.500	%	12/1/2042		144,413
	130,649	Loan ID 201211	Fixed		4.125	%	7/1/2044		104,425
	365,747	Loan ID 201212	Fixed		4.625	%	3/1/2045		265,521
	200,304	Loan ID 201213	Fixed		4.875	%	8/1/2044		201,159
	553,317	Loan ID 201214	ARM		2.875	%	9/1/2043		499,916
	268,902	Loan ID 201216	Fixed		3.500	%	2/1/2043		211,195
	102,842	Loan ID 201217	Fixed		3.875	%	5/1/2045		80,790
	127,174	Loan ID 201218	Fixed		4.125	%	1/1/2045		110,998
	69,130	Loan ID 201219	Fixed		4.000	%	7/1/2044		68,753
	293,285	Loan ID 201220	Fixed		4.125	%	8/1/2045		250,742
	66,060	Loan ID 201221	Fixed		3.250	%	5/1/2043		69,363
	48,455	Loan ID 201222	Fixed		5.125	%	1/1/2045		48,745
	219,942	Loan ID 201223	Fixed		3.875	%	4/1/2030		226,282
	251,776	Loan ID 201224	Fixed		4.625	%	9/1/2044		259,647
	61,296	Loan ID 201226	Fixed		5.000	%	3/1/2045		63,333
	177,197	Loan ID 201227	Fixed		5.125	%	3/1/2045		184,389
	92,701	Loan ID 201229	Fixed		3.250	%	7/1/2024		92,296
	203,062	Loan ID 201230	Fixed		3.875	%	3/1/2045		197,032
	125,376	Loan ID 201232	Fixed		4.500	%	1/1/2045		124,756
	260,203	Loan ID 201233	Fixed		4.500	%	12/1/2044		233,672
	93,020	Loan ID 201235	Fixed		3.750	%	7/1/2045		87,475
	67,964	Loan ID 201236	Fixed		5.250	%	2/1/2044		71,362
	237,763	Loan ID 201237	Fixed		3.750	%	5/1/2045		231,765
	201,266	Loan ID 201238	Fixed		5.125	%	12/1/2044		209,955
	189,027	Loan ID 201239	Fixed		4.500	%	3/1/2045		198,478
	159,519	Loan ID 201240	Fixed		4.250	%	10/1/2045		162,911
	299,214	Loan ID 201241	Fixed		4.375	%	7/1/2045		305,123
	228,741	Loan ID 201242	Fixed		4.625	%	11/1/2044		232,737
	112,062	Loan ID 201243	Fixed		4.625	%	11/1/2045		113,309
	404,321	Loan ID 201244	Fixed		4.500	%	6/1/2045		364,917
	116,326	Loan ID 201245	Fixed		4.750	%	8/1/2044		108,848
	188,774	Loan ID 201247	Fixed		4.250	%	5/1/2045		143,463
	101,854	Loan ID 201248	Fixed		4.875	%	7/1/2044		104,674
	469,304	Loan ID 201249	Fixed		4.625	%	8/1/2045		409,572
	63,542	Loan ID 201250	Fixed		4.250	%	10/1/2045		63,441

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	132,334	Loan ID 201251	Fixed		4.500	%	8/1/2045	$	119,644
	10,500	Loan ID 201253	ARM		8.750	%	3/1/2019		11,025
	161,828	Loan ID 201254	ARM		7.625	%	9/1/2034		169,919
	247,834	Loan ID 201255	ARM		7.750	%	6/1/2035		205,857
	37,959	Loan ID 201256	ARM		10.500	%	10/1/2021		39,857
	242,562	Loan ID 201257	Fixed		4.500	%	5/1/2044		245,790
	92,073	Loan ID 201258	Fixed		4.500	%	6/1/2045		72,155
	120,065	Loan ID 201259	Fixed		4.625	%	1/1/2046		98,360
	173,821	Loan ID 201260	Fixed		4.750	%	9/1/2045		178,126
	101,299	Loan ID 201261	Fixed		4.125	%	6/1/2045		100,917
	61,225	Loan ID 201262	Fixed		4.200	%	1/1/2046		37,687
	50,848	Loan ID 201263	Fixed		4.750	%	10/1/2045		44,223
	188,771	Loan ID 201264	Fixed		5.000	%	3/1/2045		171,388
	362,279	Loan ID 201265	Fixed		4.750	%	6/1/2045		361,832
	147,374	Loan ID 201266	Fixed		4.500	%	2/1/2046		143,539
	189,337	Loan ID 201267	Fixed		4.875	%	12/1/2045		188,577
	239,797	Loan ID 201268	Fixed		4.250	%	6/1/2045		241,271
	126,326	Loan ID 201269	Fixed		4.375	%	12/1/2045		76,280
	154,444	Loan ID 201270	Fixed		4.125	%	2/1/2045		150,503
	257,737	Loan ID 201271	Fixed		4.500	%	6/1/2045		232,583
	141,888	Loan ID 201272	Fixed		4.750	%	11/1/2044		145,685
	244,243	Loan ID 201273	Fixed		4.500	%	12/1/2045		239,917
	220,940	Loan ID 201274	Fixed		4.125	%	10/1/2045		191,901
	570,663	Loan ID 201276	Fixed		4.000	%	11/1/2045		599,196
	195,494	Loan ID 201278	Fixed		3.750	%	12/1/2045		157,095
	374,884	Loan ID 201280	Fixed		4.500	%	4/1/2046		363,396
	155,250	Loan ID 201281	Fixed		4.875	%	7/1/2044		160,712
	130,964	Loan ID 201282	Fixed		5.250	%	1/1/2046		133,121
	112,397	Loan ID 201283	Fixed		4.250	%	11/1/2045		110,412
	139,822	Loan ID 201284	Fixed		3.625	%	2/1/2029		142,874
	34,316	Loan ID 201285	Fixed		4.625	%	11/1/2028		35,738
	111,637	Loan ID 201286	Fixed		4.375	%	12/1/2045		112,130
	188,059	Loan ID 201287	Fixed		3.625	%	4/1/2046		182,033
	125,025	Loan ID 201288	Fixed		4.500	%	2/1/2046		111,188
	252,078	Loan ID 201288	Fixed		4.750	%	7/1/2045		259,612
	86,623	Loan ID 201289	Fixed		4.000	%	3/1/2045		85,032
	307,533	Loan ID 201291	Fixed		5.000	%	8/1/2045		307,218
	82,495	Loan ID 201292	Fixed		4.500	%	5/1/2045		86,619
	37,577	Loan ID 201293	Fixed		4.875	%	9/1/2045		37,785
	127,897	Loan ID 201294	Fixed		4.625	%	2/1/2046		111,444
	100,463	Loan ID 201295	Fixed		4.500	%	12/1/2045		78,157
	773,583	Loan ID 201296	Fixed		4.250	%	2/1/2046		769,026
	346,545	Loan ID 201297	Fixed		4.875	%	8/1/2045		358,237
	154,756	Loan ID 201298	Fixed		4.250	%	8/1/2045		154,789
	259,018	Loan ID 201299	Fixed		4.250	%	12/1/2045		191,970
	199,868	Loan ID 201300	Fixed		4.750	%	3/1/2046		196,246

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	74,651	Loan ID 201301	Fixed		4.550	%	10/1/2044	$	74,467
	137,853	Loan ID 201302	Fixed		4.250	%	5/1/2045		137,767
	99,220	Loan ID 201303	Fixed		3.875	%	3/1/2045		96,957
	232,738	Loan ID 201304	Fixed		4.125	%	2/1/2046		195,305
	150,934	Loan ID 201305	Fixed		4.625	%	8/1/2044		153,960
	119,549	Loan ID 201306	Fixed		3.875	%	9/1/2045		97,092
	169,629	Loan ID 201307	Fixed		4.250	%	11/1/2045		148,689
	63,469	Loan ID 201308	Fixed		4.625	%	11/1/2045		63,484
	165,506	Loan ID 201309	Fixed		4.000	%	9/1/2045		137,304
	190,408	Loan ID 201310	Fixed		4.750	%	9/1/2045		154,159
	139,554	Loan ID 201311	Fixed		4.375	%	3/1/2046		134,564
	172,549	Loan ID 201312	Fixed		4.250	%	2/1/2046		173,422
	328,151	Loan ID 201313	Fixed		4.625	%	1/1/2046		324,647
	114,697	Loan ID 201315	Fixed		4.375	%	9/1/2045		111,922
	164,789	Loan ID 201316	Fixed		4.500	%	2/1/2046		123,337
	169,318	Loan ID 201317	Fixed		5.250	%	2/1/2046		160,293
	86,890	Loan ID 201318	Fixed		4.750	%	11/1/2045		72,035
	175,588	Loan ID 201319	Fixed		4.375	%	10/1/2045		150,849
	167,751	Loan ID 201320	Fixed		4.000	%	10/1/2045		164,838
	99,180	Loan ID 201321	Fixed		4.000	%	1/1/2046		80,886
	125,798	Loan ID 201323	Fixed		4.375	%	7/1/2045		125,594
	138,001	Loan ID 201324	Fixed		5.250	%	4/1/2046		125,839
	211,518	Loan ID 201325	Fixed		4.500	%	5/1/2046		183,089
	180,062	Loan ID 201326	Fixed		4.625	%	3/1/2046		160,173
	212,593	Loan ID 201327	Fixed		4.250	%	9/1/2045		212,568
	194,840	Loan ID 201328	Fixed		4.250	%	11/1/2045		162,292
	162,833	Loan ID 201329	Fixed		4.250	%	11/1/2045		120,396
	274,926	Loan ID 201330	Fixed		4.375	%	6/1/2046		266,831
	361,868	Loan ID 201331	Fixed		4.250	%	10/1/2044		357,811
	355,426	Loan ID 201333	Fixed		3.875	%	1/1/2046		285,823
	195,946	Loan ID 201335	Fixed		4.750	%	1/1/2046		199,033
	193,734	Loan ID 201336	Fixed		4.750	%	1/1/2046		148,712
	138,305	Loan ID 201338	Fixed		4.375	%	10/1/2045		138,042
	424,868	Loan ID 201339	Fixed		4.625	%	7/1/2045		341,843
	126,652	Loan ID 201340	Fixed		4.375	%	7/1/2045		80,992
	147,664	Loan ID 201341	Fixed		4.050	%	11/1/2045		139,816
	147,325	Loan ID 201342	Fixed		4.750	%	7/1/2045		150,732
	89,468	Loan ID 201343	Fixed		4.250	%	11/1/2045		88,455
	74,703	Loan ID 201344	Fixed		5.000	%	7/1/2044		77,791
	138,972	Loan ID 201345	Fixed		4.125	%	5/1/2045		119,569
	479,306	Loan ID 201347	Fixed		5.750	%	5/1/2046		494,803
	464,152	Loan ID 201348	Fixed		6.500	%	5/1/2046		487,359
	241,498	Loan ID 201349	Fixed		5.625	%	2/1/2046		249,469
	248,606	Loan ID 201350	Fixed		4.000	%	6/1/2045		213,656
	63,691	Loan ID 201351	Fixed		4.500	%	4/1/2045		48,335

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	75,336	Loan ID 201352	Fixed		4.875	%	3/1/2045	$	76,859
	502,377	Loan ID 201353	ARM		3.875	%	5/1/2046		515,137
	518,435	Loan ID 201354	Fixed		3.375	%	7/1/2046		490,581
	136,706	Loan ID 201355	Fixed		5.250	%	12/1/2045		139,721
	106,146	Loan ID 201356	Fixed		4.625	%	10/1/2045		104,541
	153,474	Loan ID 201358	Fixed		4.875	%	7/1/2045		141,783
	194,401	Loan ID 201359	Fixed		4.250	%	9/1/2045		193,763
	284,820	Loan ID 201360	Fixed		4.375	%	9/1/2044		288,123
	147,947	Loan ID 201361	Fixed		5.250	%	7/1/2044		153,836
	118,192	Loan ID 201362	Fixed		4.375	%	4/1/2036		112,119
	127,664	Loan ID 201363	Fixed		4.250	%	2/1/2046		105,268
	114,838	Loan ID 201364	Fixed		3.875	%	4/1/2046		90,903
	353,244	Loan ID 201365	Fixed		4.250	%	10/1/2045		341,886
	280,312	Loan ID 201366	Fixed		4.500	%	6/1/2046		236,877
	115,641	Loan ID 201367	Fixed		4.000	%	10/1/2045		111,040
	48,951	Loan ID 201368	Fixed		5.125	%	2/1/2045		50,638
	56,591	Loan ID 201369	Fixed		5.000	%	1/1/2046		57,117
	186,816	Loan ID 201370	Fixed		4.250	%	7/1/2046		135,699
	103,148	Loan ID 201371	Fixed		4.125	%	4/1/2046		97,167
	268,515	Loan ID 201372	Fixed		4.625	%	8/1/2046		262,598
	160,300	Loan ID 201373	Fixed		5.125	%	4/1/2046		164,540
	624,323	Loan ID 201374	Fixed		4.500	%	5/1/2040		640,928
	147,986	Loan ID 201375	Fixed		4.500	%	6/1/2045		133,138
	276,412	Loan ID 201376	Fixed		4.375	%	5/1/2046		270,715
	319,731	Loan ID 201377	Fixed		3.875	%	5/1/2046		334,817
	69,461	Loan ID 201379	Fixed		5.000	%	10/1/2045		69,335
	439,152	Loan ID 201380	Fixed		4.500	%	5/1/2046		389,147
	324,139	Loan ID 201381	Fixed		4.875	%	7/1/2045		316,518
	318,164	Loan ID 201382	Fixed		4.625	%	9/1/2045		282,663
	138,329	Loan ID 201383	Fixed		4.125	%	12/1/2045		139,015
	81,091	Loan ID 201384	Fixed		4.375	%	10/1/2045		82,430
	143,460	Loan ID 201385	Fixed		4.625	%	12/1/2045		150,633
	81,818	Loan ID 201386	Fixed		5.250	%	5/1/2046		85,909
	68,921	Loan ID 201387	Fixed		5.250	%	8/1/2029		72,367
	125,019	Loan ID 201388	Fixed		5.000	%	9/1/2044		131,270
	455,856	Loan ID 201389	Fixed		7.125	%	6/1/2046		478,648
	243,830	Loan ID 201390	Fixed		5.125	%	9/1/2045		243,787
	409,580	Loan ID 201391	Fixed		5.125	%	10/1/2045		372,613
	178,481	Loan ID 201392	Fixed		3.750	%	2/1/2046		125,145
	435,574	Loan ID 201393	Fixed		3.750	%	4/1/2056		392,828
	83,125	Loan ID 201394	Fixed		6.700	%	6/1/2034		83,905
	87,138	Loan ID 201395	Fixed		6.300	%	7/1/2044		83,093
	73,673	Loan ID 201396	Fixed		5.000	%	9/1/2046		70,301
	272,810	Loan ID 201397	Fixed		4.125	%	1/1/2046		227,968
	85,348	Loan ID 201398	ARM		3.500	%	10/1/2045		88,062
	84,539	Loan ID 201399	Fixed		5.000	%	11/1/2045		84,356
	88,305	Loan ID 201400	Fixed		4.750	%	7/1/2044		81,538

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	94,042	Loan ID 201401	Fixed		4.750	%	10/1/2044	$	96,021
	153,497	Loan ID 201402	Fixed		4.750	%	8/1/2044		106,250
	96,758	Loan ID 201403	Fixed		4.750	%	8/1/2044		67,151
	139,059	Loan ID 201404	Fixed		4.750	%	10/1/2044		96,224
	73,321	Loan ID 201405	Fixed		5.250	%	8/1/2044		76,722
	56,657	Loan ID 201406	Fixed		4.250	%	6/1/2046		53,628
	247,546	Loan ID 201407	Fixed		4.875	%	1/1/2046		221,477
	170,546	Loan ID 201408	Fixed		4.125	%	1/1/2046		168,442
	78,035	Loan ID 201409	Fixed		4.500	%	12/1/2045		76,814
	231,354	Loan ID 201410	Fixed		4.625	%	1/1/2046		203,205
	167,518	Loan ID 201411	Fixed		4.750	%	12/1/2045		171,909
	145,156	Loan ID 201412	Fixed		5.750	%	12/1/2045		127,167
	344,677	Loan ID 201413	Fixed		4.500	%	7/1/2045		272,537
	76,732	Loan ID 201414	Fixed		4.250	%	7/1/2044		68,271
	60,775	Loan ID 201415	Fixed		8.000	%	4/1/2034		63,813
	57,147	Loan ID 201416	Fixed		10.000	%	7/1/2033		60,005
	63,916	Loan ID 201417	Fixed		6.000	%	8/1/2037		67,112
	50,484	Loan ID 201418	Fixed		10.000	%	4/1/2033		53,008
	44,163	Loan ID 201419	Fixed		10.000	%	11/1/2033		46,371
	58,195	Loan ID 201420	Fixed		9.000	%	10/1/2031		61,104
	52,197	Loan ID 201421	Fixed		11.500	%	7/1/2027		54,807
	58,789	Loan ID 201422	Fixed		4.625	%	10/1/2046		57,107
	707,937	Loan ID 201423	ARM		3.875	%	6/1/2045		729,221
	299,402	Loan ID 201424	Fixed		4.125	%	10/1/2044		263,696
	685,029	Loan ID 201425	Fixed		3.875	%	4/1/2046		578,020
	324,429	Loan ID 201426	Fixed		4.875	%	3/1/2044		335,895
	355,498	Loan ID 201427	ARM		3.375	%	10/1/2044		360,573
	559,281	Loan ID 201428	ARM		3.250	%	4/1/2045		565,619
	543,315	Loan ID 201429	ARM		3.250	%	12/1/2044		549,422
	361,130	Loan ID 201430	Fixed		4.500	%	2/1/2044		321,289
	201,504	Loan ID 201431	Fixed		4.875	%	5/1/2045		168,589
	287,282	Loan ID 201432	Fixed		5.000	%	8/1/2046		249,608
	409,294	Loan ID 201433	Fixed		4.625	%	1/1/2046		409,563
	101,289	Loan ID 201434	Fixed		4.375	%	6/1/2046		106,334
	128,793	Loan ID 201435	Fixed		3.875	%	4/1/2046		125,687
	93,437	Loan ID 201436	Fixed		4.375	%	5/1/2045		98,109
	132,164	Loan ID 201437	Fixed		4.750	%	5/1/2046		114,712
	726,721	Loan ID 201438	ARM		3.375	%	4/1/2046		733,369
	184,482	Loan ID 201439	Fixed		5.000	%	12/1/2045		187,140
	326,209	Loan ID 201440	Fixed		4.625	%	7/1/2046		270,300
	102,682	Loan ID 201441	Fixed		4.750	%	10/1/2045		103,077
	306,079	Loan ID 201442	Fixed		4.875	%	12/1/2045		275,729
	569,013	Loan ID 201443	Fixed		3.875	%	8/1/2046		547,242
	52,866	Loan ID 201444	Fixed		4.500	%	11/1/2044		53,401
	105,139	Loan ID 201445	Fixed		4.875	%	1/1/2045		108,133
	102,047	Loan ID 201446	Fixed		4.875	%	1/1/2045		104,695

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

March 31, 2017

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	259,801	Loan ID 201447	Fixed		4.875	%	10/1/2044	$	268,426
	113,919	Loan ID 201448	Fixed		4.750	%	1/1/2045		115,815
	96,464	Loan ID 201449	Fixed		4.000	%	8/1/2044		101,287
	137,411	Loan ID 201450	Fixed		3.875	%	8/1/2043		134,398
	230,010	Loan ID 201451	Fixed		4.250	%	6/1/2045		229,941
	177,834	Loan ID 201452	Fixed		4.500	%	6/1/2046		174,478
	191,856	Loan ID 201453	Fixed		5.250	%	9/1/2046		195,092
	191,856	Loan ID 201454	Fixed		5.250	%	9/1/2046		195,137
	190,292	Loan ID 201455	Fixed		4.500	%	5/1/2046		165,777
	217,672	Loan ID 201456	Fixed		4.125	%	7/1/2046		182,281
	137,358	Loan ID 201457	Fixed		3.875	%	4/1/2046		91,137
	242,859	Loan ID 201458	Fixed		3.875	%	9/1/2046		184,686
	235,825	Loan ID 201459	Fixed		4.375	%	9/1/2044		238,541
	162,187	Loan ID 201460	Fixed		4.250	%	7/1/2045		162,067
	279,388	Loan ID 201461	Fixed		4.125	%	12/1/2044		276,845
	304,725	Loan ID 201462	Fixed		4.375	%	11/1/2044		272,615
	487,429	Loan ID 201463	Fixed		4.750	%	11/1/2044		496,649
	308,868	Loan ID 201464	Fixed		4.375	%	6/1/2045		264,228
	104,379	Loan ID 201465	Fixed		5.125	%	12/1/2044		107,760
	283,515	Loan ID 201466	Fixed		4.500	%	12/1/2044		286,230
	47,494	Loan ID 201467	Fixed		5.250	%	3/1/2044		49,627
	46,596	Loan ID 201468	Fixed		5.000	%	1/1/2042		48,829
	142,573	Loan ID 201469	Fixed		4.375	%	2/1/2045		144,138
	290,103	Loan ID 201470	Fixed		4.375	%	10/1/2044		293,738
	231,309	Loan ID 201471	Fixed		4.500	%	1/1/2045		235,642
	155,380	Loan ID 201472	Fixed		4.000	%	11/1/2044		161,614
	315,715	Loan ID 201473	Fixed		4.500	%	2/1/2045		286,888
	50,420	Loan ID 201474	Fixed		6.625	%	12/1/2036		50,420
	97,115	Loan ID 201475	ARM		5.125	%	9/1/2036		91,130
	136,767	Loan ID 201476	ARM		6.000	%	2/1/2037		127,479
	90,403	Loan ID 201477	Fixed		6.750	%	11/1/2036		73,227
	110,213	Loan ID 201478	Fixed		4.625	%	10/1/2045		112,716
	132,415	Loan ID 201479	Fixed		4.500	%	5/1/2046		133,248
	164,953	Loan ID 201480	Fixed		4.250	%	11/1/2045		130,313
	71,512	Loan ID 201481	Fixed		4.375	%	7/1/2046		46,483
	139,755	Loan ID 201482	Fixed		4.625	%	6/1/2045		114,809
	306,052	Loan ID 201483	Fixed		4.125	%	12/1/2045		217,297
	78,309	Loan ID 201484	Fixed		4.500	%	10/1/2046		62,647
	66,196	Loan ID 201485	Fixed		5.750	%	3/1/2038		69,506
	42,758	Loan ID 201486	Fixed		3.875	%	9/1/2028		43,610
	167,965	Loan ID 201487	Fixed		4.625	%	6/1/2039		173,639
	224,688	Loan ID 201488	Fixed		4.250	%	1/1/2041		181,069
	95,066	Loan ID 201489	Fixed		4.750	%	3/1/2046		71,299
	110,168	Loan ID 201490	Fixed		4.750	%	9/1/2045		86,206

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

PORTFOLIO OF INVESTMENTS (Unaudited)(Continued)

Vertical Capital Income Fund

Principal			Loan Type	Interest Rate			Maturity	Value
		MORTGAGE NOTES (Continued) - 97.6%
$	232,663	Loan ID 201491	Fixed		4.250	%	2/1/2046	$	181,756
	391,100	Loan ID 201492	Fixed		4.625	%	1/1/2047		289,414
	188,407,326	TOTAL MORTGAGE NOTES (Cost - $150,613,324)*							171,496,339

		OTHER INVESTMENTS* (Cost - $165,548)(a) - 0.1%							169,160

		TOTAL INVESTMENTS (Cost - $150,778,872)(a) - 97.7%						$	171,665,499
		OTHER ASSETS IN EXCESS OF LIABILITIES - 2.3%							4,098,968
		NET ASSETS - 100.0%						$	175,764,467

ARM - Adjustable Rate Mortgage

Illiquid Securities

Non-income producing security.

(a)

Represents cost for financial reporting purposes. Aggregate cost for federal tax purposes is the same as there are no book to tax differences.

Unrealized appreciation:	$	23,450,422
Unrealized depreciation:		(2,563,795	)
Net unrealized appreciation:	$	20,886,627

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

Statement of Assets and Liabilities (Unaudited)

March 31, 2017

Assets:
Investments at Value (identified cost $150,778,872)	$	171,665,499
Cash		13,007,245
Interest Receivable		2,263,885
Receivable for Securities Sold and Principal Paydowns		3,350,834
Receivable for Fund Shares Sold		213,304
Deferred Financing Fees, Net		52,322
Prepaid Expenses and Other Assets		511,243
Total Assets		191,064,332

Liabilities:
Line of Credit		15,000,000
Payable for Securities Purchased		85,017
Accrued Advisory Fees		28,192
Related Party Payable		18,205
Accrued Expenses and Other Liabilities		168,451
Total Liabilities		15,299,865

Net Assets	$	175,764,467

Composition of Net Assets:
At March 31, 2017, Net Assets consisted of:
Paid-in-Beneficial Interest	$	154,168,082
Accumulated Net Investment Income		154,874
Accumulated Net Realized Gain From Investments		554,884
Net Unrealized Appreciation on Investments		20,886,627
Net Assets	$	175,764,467

Net Asset Value Per Share
Net Assets	$	175,764,467
Shares of Beneficial Interest Outstanding (no par value; unlimited shares authorized)		14,028,415
Net Asset Value and Repurchase Price per Share	$	12.53
Offering Price per Share (Maximum sales charge of 4.50%)	$	13.12

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

Statement of Operations (Unaudited)

For the Six Months Ended March 31, 2017

Investment Income:
Interest Income	$	4,581,803
Total Investment Income		4,581,803

Expenses:
Investment Advisory Fees		1,089,025
Security Servicing Fees		309,096
Interest Expense		124,583
Transfer Agent Fees		109,151
Security Pricing Expense		85,816
Insurance Expense		82,109
Extraordinary Expenses		81,938
Administration Fees		80,260
Audit Fees		67,002
Legal Fees		53,528
Custody Fees		52,356
Trustees’ Fees		51,698
Printing Expense		49,941
Non 12b-1 Shareholder Expense		43,375
Fund Accounting Fees		25,045
Line of Credit Fees		24,909
Shareholder Servicing Fees		19,223
Registration and Filing Fees		17,934
Chief Compliance Officer Fees		13,928
Miscellaneous Expenses		964
Total Expenses		2,381,881
Less: Expenses Waived by Adviser		(529,659	)
Net Expenses		1,852,222
Net Investment Income		2,729,581

Net Realized and Unrealized Gain on Investments and Shareholder Reprocessing:
Net Realized Gain on Investments		554,353
Net Change in Unrealized Appreciation on Investments		1,531,081
Net Realized and Unrealized Gain on Investments and Shareholder Reprocessing		2,085,434

Net Increase in Net Assets Resulting From Operations	$	4,815,015

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

Statements of Changes in Net Assets

	For the Six Months			For the Year
	Ended			Ended
	March 31, 2017			September 30, 2016
	(Unaudited)
Operations:
Net Investment Income	$	2,729,581		$	5,021,161
Net Realized Gain on Investments		554,353			1,558,992
Net Change in Unrealized Appreciation on Investments		1,531,081			17,268,989
Net Increase in Net Assets Resulting From Operations		4,815,015			23,849,142

Distributions to Shareholders From:
Net Investment Income ($0.19 and $0.38 per share, respectively)		(2,600,266	)		(5,278,242	)
Net Realized Gains ($0.10 and $0.35 per share, respectively)		(1,392,065	)		(4,894,463	)
Total Distributions to Shareholders		(3,992,331	)		(10,172,705	)

Beneficial Interest Transactions:
Proceeds from Shares Issued		8,832,502			36,900,456
Distributions Reinvested		1,924,401			5,848,424
Cost of Shares Redeemed		(17,823,437	)		(34,799,498	)
Total Beneficial Interest Transactions		(7,066,534	)		7,949,382

Total Increase (Decrease) in Net Assets		(6,243,850	)		21,625,819

Net Assets:
Beginning of Period		182,008,317			160,382,498
End of Period (including accumulated net investment income of $154,874 and $25,559, respectively)	$	175,764,467		$	182,008,317

Share Activity
Shares Issued		774,482			3,120,942
Shares Reinvested		155,741			483,421
Shares Redeemed		(1,483,010	)		(2,937,959	)
Net Increase (Decrease) in Shares of Beneficial Interest Outstanding		(552,787	)		666,404

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

Statement of Cash Flows

For the Six Months Ended March 31, 2017

Increase (Decrease) in Cash
Cash Flows Provided by (Used for) Operating Activities:
Net Increase in Net Assets Resulting from Operations	$	4,815,015

Adjustments to Reconcile Net Increase in Net Assets Resulting from Operations to Net Cash Used for Operating Activities:

Purchases of Long-Term Portfolio Investments		(20,658,593	)
Proceeds from Sale of Long-Term Portfolio Investments and Principal Paydowns		21,802,498
Increase in Interest Receivable		(239,789	)
Increase in Receivable for Securities Sold and Principal Paydowns		(2,647,559	)
Increase in Receivable for Fund Shares Sold		(104,354	)
Decrease in Prepaid Expenses and Other Assets		318,088
Increase in Accrued Advisory Fees		133,772
Increase in Accrued Expenses and Other Liabilities		22,463
Increase in Payable for Securities Purchased		85,017
Decrease in Related Party Payable		(8,029	)
Amortization of Deferred Financing Fees		24,909
Net Amortization on Investments		(605,772	)
Net Realized Gain on Investments		(554,353	)
Change in Unrealized Appreciation on Investments		(1,531,081	)

Net Cash Provided by Operating Activities		852,232

Cash Flows Provided by/Used for Financing Activities:
Proceeds from Sale of Shares		8,832,502
Redemption of Shares, Net of Repayments		(17,947,015	)
Dividends Paid to Shareholders, Net of Reinvestments		(2,067,930	)
Proceeds from Line of Credit		15,000,000
Net Cash Provided by Financing Activities		3,817,557

Net Increase in Cash		4,669,789
Cash at Beginning of Period		8,337,456
Cash at End of Period	$	13,007,245

Supplemental Disclosure of Cash Flow Information:
Non-Cash Financing Activities Included Reinvestment of Distributions During the Fiscal Period of $1,924,401
Non-Cash Financing Activities Included Cost of Shares Redeemed of $74,020

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

Financial Highlights

The table below sets forth financial data for one share of beneficial interest outstanding throughout each period presented.

	Six Months			Year			Year			Year			Year			Period
	Ended			Ended			Ended			Ended			Ended			Ended
	March 31, 2017			September 30, 2016			September 30, 2015			September 30, 2014			September 30, 2013			September 30, 2012**
	(Unaudited)

Net Asset Value, Beginning of Period	$	12.49		$	11.53		$	11.04		$	10.87		$	10.58		$	10.00

From Operations:
Net investment income (a)		0.19			0.36			0.41			0.51			0.50			0.33
Net gain from investments (both realized and unrealized)		0.13			1.33			0.56			0.27			0.28			0.44
Total from operations		0.32			1.69			0.97			0.78			0.78			0.77

Distributions to shareholders from:
Net investment income		(0.18	)		(0.38	)		(0.44	)		(0.56	)		(0.42	)		(0.19	)
Net realized gains		(0.10	)		(0.35	)		(0.04	)		(0.05	)		(0.07	)		—
Total distributions		(0.28	)		(0.73	)		(0.48	)		(0.61	)		(0.49	)		(0.19	)

Net Asset Value, End of Period	$	12.53		$	12.49		$	11.53		$	11.04		$	10.87		$	10.58

Total Return (b)		2.62	% (d)		15.10	%		8.86	%		7.29	%		7.42	%		7.70	% (d)

Ratios/Supplemental Data
Net assets, end of period (in 000’s)	$	175,766		$	182,008		$	160,382		$	108,610		$	39,987		$	11,756
Ratio of gross expenses to average net assets		2.85	% (c)(e)(f)		2.95	% (e)(f)		2.67	% (e)(f)		2.32	% (e)		3.20	%		9.42	% (c)
Ratio of net expenses to average net assets		2.11	% (c)(e)(f)		2.26	% (e)(f)		2.33	% (e)(f)		1.91	% (e)		1.85	%		1.85	% (c)
Ratio of net investment income to average net assets		3.29	% (c)(e)(f)		2.98	% (e)(f)		3.54	% (e)(f)		4.68	% (e)		4.61	%		4.21	% (c)
Portfolio turnover rate		12.51	% (d)		13.72	%		2.58	%		8.37	%		11.68	%		1.50	% (d)

The Fund commenced operations on December 30, 2011.

(a)

Per share amounts are calculated using the average shares method, which more appropriately presents the per share data for the period.

(b)

Total returns are historical in nature and assume changes in share price, reinvestment of dividends and capital gains distributions, if any, and excludes the effect of sales charges. Had the Adviser not waived expenses, total returns would have been lower.

(c)

Annualized.

(d)

Not annualized.

(e)

Ratio includes 0.17%, 0.20%, 0.27% and 0.06% for the six months ended March 31, 2017 and years ended September 30, 2016, September 30, 2015 and September 30, 2014, respectively, that attributed to interest expenses and fees.

(f)

Ratio includes 0.09%, 0.21% and 0.21% for the six months ended March 31, 2017 and the years ended September 30, 2016 and the year ended September 30, 2015, respectively, that attributed to extraordinary expenses.

The accompanying notes are an integral part of these financial statements.

Vertical Capital Income Fund

Notes to Financial Statements (Unaudited)

March 31, 2017

ORGANIZATION

Vertical Capital Income Fund (the “Fund”), was organized as a Delaware statutory trust on April 8, 2011 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, closed-end management investment company that operates as an interval fund with a continuous offering of Fund shares. The investment objective of the Fund is to seek income. The Fund commenced operations on December 30, 2011. The Fund currently offers shares at net asset value plus a maximum sales charge of 4.50%. Oakline Advisors, LLC, serves as the Fund’s investment adviser.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services – Investment Companies” including FASB Accounting Standard Update ASU 2013-08. The following is a summary of significant accounting policies and reporting policies used in preparing the financial statements. The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”).

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates.

Security Valuation

Mortgage Notes – On October 13, 2015 the Fund began using an independent third-party pricing service, approved by the Fund’s Board of Trustees (“the Board”), to value its Mortgage Notes on a daily basis. The third-party pricing servicer uses a cash flow forecast and valuation model that focuses on forecasting the frequency, timing and severity of mortgage loss behavior. The model incorporates numerous observable loan-level factors such as unpaid principal balance, remaining term of the loan and coupon rate as well as macroeconomic data including yield curves, spreads to the Treasury curves and home price indexes. The model also includes a number of unobservable factors and assumptions (such as voluntary and involuntary prepayment speeds, delinquency rates, foreclosure timing, and others) to determine a fair value. While the model requires a minimum set of data to develop a reasonable fair value, the model is capable of accepting additional data elements. The model makes certain assumptions unless a specific data element is included, in which case it uses the additional data. Not all assumptions have equal weighting in the model. Using assumptions in this manner is a part of the Fund’s valuation policy and procedures and provides consistency in the application of valuation assumptions. The third-party pricing servicer also benchmarks their pricing model against observable pricing levels being quoted by a range of market participants active in the purchase and sale of residential mortgage loans. The combination of loan level criteria and daily market adjustments produced a daily price for each Mortgage Note relative to current public market conditions.

Prior to purchase, each Mortgage Note goes through a due diligence process that includes considerations such as underwriting borrower credit, employment history, property valuation, and delinquency history with an overall emphasis on repayment of the Mortgage Notes. The purchase price of the Mortgage Notes reflects the overall risk relative to the findings of this due diligence process.

The Fund invests primarily in Mortgage Notes secured by residential real estate. The market or liquidation value of each type of residential real estate collateral may be adversely affected by numerous factors, including rising interest rates; changes in the national, state and local economic climate and real estate conditions; perceptions of prospective buyers of the safety, convenience and attractiveness of the properties; maintenance and insurance

Vertical Capital Income Fund

Notes to Financial Statements (Unaudited)(Continued)

March 31, 2017

costs; changes in real estate taxes and other expenses; adverse changes in governmental rules and fiscal policies; adverse changes in zoning laws; and other factors beyond the control of the borrowers.

The Fund’s investments in Mortgage Notes are subject to liquidity risk because there is a limited secondary market for Mortgage Notes. Liquidity risk exists when particular investments of the Fund would be difficult to purchase or sell, possibly preventing the Fund from selling such illiquid securities at an advantageous time or price, or possibly requiring the Fund to dispose of other investments at unfavorable times or prices in order to satisfy its obligations. Securities for which current market quotations are not readily available, such as the Mortgage Notes the Fund invests in, or for which quotations are not deemed to be representative of market values are valued at fair value as determined in good faith by or under the direction of the Board in accordance with the Trust’s Portfolio Securities Valuation Procedures (the “Procedures”). The Procedures consider, among others, the following factors to determine a security’s fair value: the nature and pricing history (if any) of the security; whether any dealer quotations for the security are available; and possible valuation methodologies that could be used to determine the fair value of the security.

The valuation inputs and subsequent outputs are reviewed and maintained on a daily basis. Any calibrations or adjustments to the model that may be necessary are done on an as-needed basis to facilitate fair pricing. Financial markets are monitored daily relative to the interest rate environment. If other available market data indicates that the pricing data from the third-party service is materially inaccurate, or pricing data is unavailable, the Fund undertakes a review of other available prices and takes additional steps to determine fair value. In all cases, the Fund validates its understanding of methodology and assumptions underlying the fair value used.

The Fund follows guidance in ASC 820, Fair Value Measurement, where fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between the market participants at the measurement date. The Fund utilizes various methods to measure the fair value of its investments on a recurring basis. Notwithstanding, the actual sale price of a Mortgage Note will likely be different than its fair value determined under ASC 820. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. ASC 820 classifies the inputs used to measure these fair values into the following hierarchy:

Level 1 – Unadjusted quoted prices in active markets for identical and/or similar assets and liabilities that the Fund has the ability to access at the measurement date.

Level 2 – Other significant observable inputs other than quoted prices included in Level 1 for the asset or liability, either directly or indirectly. These inputs may include quoted prices for similar investments or identical investments in an active market, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 – Significant unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

Vertical Capital Income Fund

Notes to Financial Statements (Unaudited)(Continued)

March 31, 2017

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those investments. The following tables summarize the inputs used as of March 31, 2017 for the Fund’s assets measured at fair value:

Assets	Level 1		Level 2		Level 3		Total
Mortgage Notes	$	—	$	—	$	171,496,339	$	171,496,339
Other Investments		—		—		169,160	$	169,160
Total	$	—	$	—	$	171,665,499	$	171,665,499

There were no transfers between levels during the current period presented. It is the Fund’s policy to record transfers into or out of levels at the end of the reporting period.

The following is a reconciliation of assets in which Level 3 inputs were used in determining value:

	Mortgage Notes			Other Investments			Total
Beginning Balance	$	169,713,431		$	404,767		$	170,118,198
Net realized gain (loss)		558,440			(4,087	)		554,353
Change in unrealized appreciation (depreciation)		1,568,643			(37,562	)		1,531,081
Cost of purchases		20,658,593			—			20,658,593
Proceeds from sales and principal paydown		(21,608,540	)		(193,958	)		(21,802,498	)
Amortization		605,772			—			605,772
Net Transfers within level 3		—			—			—
Ending balance	$	171,496,339		$	169,160		$	171,665,499

The total change in unrealized appreciation (depreciation) included in the Statement of Operations attributable to Level 3 investments still held at March 31, 2017 is $16,906,632.

The following table provides quantitative information about the Fund’s Level 3 values, as well as its inputs, as of March 31, 2017. The table is not all-inclusive, but provides information on the significant Level 3 inputs.

Weighted

Range of

Average of

Unobservable

Value

Valuation Technique

Inputs

Mortgage Notes

171,496,339

Comprehensive
pricing model with
emphasis on
discounted cash
flows

Constant
prepayment rate

0-47.8%

10.3%

Delinquency

0-455 days

10 days

Loan-to-Value

3-298%

88.1%

Other Investments

169,160

Market comparable

Sales prices

$166 sq/ft

Closing Balance

171,665,499

Vertical Capital Income Fund

Notes to Financial Statements (Unaudited)(Continued)

March 31, 2017

A change to the unobservable input may result in a significant change to the value of the investment as follows:

Security Transactions and
Investment Income -	Impact to Value if	Impact to Value if
Investment Security	Input Increases	Input Decreases
Constant Prepayment Rate	Increase	Decrease
Delinquency	Decrease	Increase
Loan to Value	Decrease	Increase

Cash and Cash Equivalents – Cash and cash equivalents include cash and overnight investments in interest-bearing demand deposits with a financial institution with maturities of three months or less. The Fund maintains deposits with a high quality financial institution in an amount that is in excess of federally insured limits.

Security Transactions and Investment Income – Investment security transactions are accounted for on a trade date basis. Cost is determined and gains and losses are based upon the specific identification method for both financial statement and federal income tax purposes. Interest income is recorded on the accrual basis. Purchase discounts and premiums on securities are accreted and amortized over the life of the respective securities.

Interest Income on Non-Accrual Loans – The Fund discontinues the accrual of interest on loans when, in the opinion of management, there is an assessment that the borrower will likely be unable to meet all contractual payments as they become due.

Credit Facility – On February 5, 2013, the Fund entered into a revolving line of credit agreement with Sunwest Bank for investment purposes and to help maintain the Fund’s liquidity, subject to the limitations of the 1940 Act for borrowings. The maximum amount of borrowing allowed under the agreement was the lesser of $15 million or 33% of the eligible portion of the Fund’s loans. On February 5, 2016, the original maturity date, the agreement was amended to extend the maturity date to May 5, 2016 and waive any event of default. The Fund entered into the Amended and Restated Credit Agreement (“Amended Agreement”) on June 29, 2016. Borrowings under the Amended Agreement continue to bear interest at a rate equal to the Wall Street Journal Prime, with a floor rate of 3.50%, per annum, on the outstanding principal balance and the maximum amount of borrowing allowed continues to be the lesser of $15 million or 33% of the eligible portion of the Fund’s loans. The Amended Agreement matures on January 5, 2018. The Fund incurred deferred financing fees of $185,364 as a result of the Amended Agreement. Accumulated amortization of deferred financing fees was $133,042 as of March 31, 2017. During the six months ended March 31, 2017, the Fund utilized the line of credit. The average amount of borrowing outstanding for the period was $6,000,000 and the total interest expense was $124,583. The outstanding balance under the line of credit was $15,000,000 at March 31, 2017. There was no outstanding balance at May 26, 2017.

Federal Income Taxes – The Fund intends to continue to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and will distribute all of its taxable income, if any, to shareholders. Accordingly, no provision for Federal income taxes is required in the financial statements.

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken by the Fund in its 2014 - 2016 tax returns or expected to be taken in the Fund’s 2017 tax returns. The Fund identified its major tax jurisdictions as U.S. Federal jurisdictions where the Fund makes significant investments; however, the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

Distributions to Shareholders – Distributions from investment income, if any, are declared and paid monthly and are recorded on the ex-dividend date. The Fund will declare and pay net realized capital gains not previously distributed, if any, annually. The character of income and gains to be distributed is determined in accordance with Federal income tax regulations, which may differ from GAAP. These “book/tax” differences are considered either temporary

Vertical Capital Income Fund

Notes to Financial Statements (Unaudited)(Continued)

March 31, 2017

(i.e., deferred losses, capital loss carry forwards) or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences do not require classification.

Indemnification – The Trust indemnifies its officers and Trustees for certain liabilities that may arise from the performance of their duties to the Trust. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, management of the Fund expects the risk of loss due to these warranties and indemnities to be remote.

INVESTMENT IN RESTRICTED SECURITIES

Notes secured by a mortgage or deed of trust held by the Fund (“Restricted Securities”), while exempt from registration under the Securities Act of 1933 (the “1933 Act”), are subject to certain restrictions on resale and cannot be sold publicly. The Fund may invest in Restricted Securities that are consistent with the Fund’s investment objectives and investment strategies. Investments in Restricted Securities are valued at fair value as determined in good faith in accordance with procedures adopted by the Board of Trustees. The Fund has no rights to compel the obligor or issuer of a Restricted Security to register such a Restricted Security under the 1933 Act.

ADVISORY FEE AND OTHER RELATED PARTY TRANSACTIONS

The business activities of the Fund are overseen by the Board, which is responsible for the overall management of the Fund.

Advisory Fees – Pursuant to an Advisory Agreement with the Fund, the Advisor, under the oversight of the Board, directs certain of the daily operations of the Fund and supervises the performance of administrative and professional services provided by others. As compensation for its services and the related expenses borne by the Advisor, the Fund pays the adviser a management fee, computed and accrued daily and paid monthly, at an annual rate of 1.25% of the average daily net assets of the Fund. For the six months ended March 31, 2017 the Advisor earned advisory fees of $1,089,025.

The Advisor has contractually agreed to waive all or part of its management fees and/or make payments to limit Fund expenses (exclusive of any front-end or contingent deferred loads, taxes, leverage interest, brokerage commissions, expenses incurred in connection with any merger or reorganization, expenses of investing in underlying funds, or extraordinary expenses such as litigation) at least until January 31, 2018, so that the total annual operating expenses of the Fund do not exceed 1.85% of the average daily net assets of the Fund. The Fund incurred extraordinary expenses totaling $81,938 during the six months ended March 31, 2017. These extraordinary expenses are not subject to the operating expense limitation. Waivers and expense reimbursements may be recouped by the Advisor from the Fund, to the extent that overall expenses fall below the expense limitation, within three years of when the amounts were waived. For the six months ended March 31, 2017, the Advisor waived advisory fees of $529,659. Expenses subject to recapture by the Advisor amounted to $178,366 that will expire on September 30, 2018, $1,063,215 that will expire on September 30, 2019.

Distributor – The distributor of the Fund is Northern Lights Distributors, LLC (the “Distributor”). The Board of Trustees of the Fund has adopted, on behalf of the Fund, a Shareholder Servicing Plan to pay for certain shareholder services. Under the Plan, the Fund will pay 0.03% per year of its average daily net assets for such shareholder service activities. The Fund does not pay shareholder servicing fees to the Distributor. For the six months ended March 31, 2017, the Fund incurred shareholder servicing fees of $19,223.

Vertical Capital Income Fund

Notes to Financial Statements (Unaudited)(Continued)

March 31, 2017

In addition, certain affiliates of the Distributor provide services to the Fund as follows:

Gemini Fund Services, LLC (“GFS”), an affiliate of the Distributor, provides administration, fund accounting, and transfer agent services to the Trust. Pursuant to a separate servicing agreement with GFS, the Fund pays GFS customary fees for providing administration, fund accounting and transfer agency services to the Fund. Certain officers of the Fund are also officers of GFS, and are not paid any fees directly by the Fund for serving in such capacities.

Northern Lights Compliance Services, LLC (“NLCS”) – NLCS, an affiliate of GFS and the Distributor, provides a Chief Compliance Officer to the Fund, as well as related compliance services, pursuant to a consulting agreement between NLCS and the Fund. Under the terms of such agreement, NLCS receives customary fees from the Fund.

Blu Giant, LLC (“Blu Giant”) – Blu Giant, an affiliate of GFS and the Distributor, provides EDGAR conversion and filing services as well as print management services for the Fund on an ad-hoc basis. For the provision of these services, Blu Giant receives customary fees from the Fund.

Security Servicing Agent – The Fund pays Statebridge Company, LLC (“Statebridge”), an unaffiliated third party, a fee for the collections from and maintenance of its securities by providing services such as contacting delinquent borrowers and managing the foreclosure process or other recovery processes for the Fund in the event of a borrower’s default.

Trustees – The Fund pays each Trustee who is not affiliated with the Fund or advisor a quarterly fee of $5,000, as well as reimbursement for any reasonable expenses incurred attending meetings. Additionally, beginning November 11, 2016, each unaffiliated Trustee will receive $2,500 per meeting and the lead unaffiliated Trustee will receive an additional $10,000 per year. The “interested persons” who serve as Trustees of the Fund receive no compensation for their services as Trustees. None of the executive officers receive compensation from the Fund.

INVESTMENT TRANSACTIONS

The cost of purchases and proceeds from sales and paydowns of securities, other than U.S. Government securities and short-term investments, for the six months ended March 31, 2017 amounted to $20,658,593 and $21,608,540 respectively.

REPURCHASE OFFERS

Pursuant to Rule 23c-3 under the Investment Company Act of 1940, as amended, the Fund offers shareholders on a quarterly basis the option of redeeming shares, at net asset value, of no less than 5% and no more than 25% of the shares outstanding. There is no guarantee that shareholders will be able to sell all of the shares they desire in a quarterly repurchase offer, although each shareholder will have the right to require the Fund to purchase up to and including 5% of such shareholder’s shares in each quarterly repurchase. Limited liquidity will be provided to shareholders only through the Fund’s quarterly repurchases.

Vertical Capital Income Fund

Notes to Financial Statements (Unaudited)(Continued)

March 31, 2017

During the six months ended March 31, 2017, the Fund completed two quarterly repurchase offers. In those offers, the Fund offered to repurchase up to 5% (and an additional 2% at the Fund’s discretion) of the number of its outstanding shares as of the Repurchase Pricing Dates. The results of those repurchase offers were as follows:

	Repurchase			Repurchase
	Offer #1			Offer #2
Commencement Date		09/12/16			12/13/2016
Repurchase Request Deadline		10/17/16			1/20/2017
Repurchase Pricing Date		10/17/16			1/20/2017
Net Asset Value as of Repurchase Pricing Date	$	12.50		$	12.37
Amount Repurchased	$	9,257,348		$	9,000,244
Percentage of Outstanding Share Repurchased		5.00	%		5.00	%

The following repurchase offer occurred subsequent to the reporting period:

Offer
	03/21/17
	04/25/17
	04/25/17

$	12.65
$	8,908,794

	5.00	%

DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL

The tax character of distributions paid during the fiscal years ended September 30, 2016 and September 30, 2015 was as follows:

	Fiscal Year Ended		Fiscal Year Ended
	September 30, 2016		September 30, 2015
Ordinary Income	$	5,780,415	$	5,734,414
Long-Term Capital Gain		4,392,290		243,791
	$	10,172,705	$	5,978,205

As of September 30, 2016, the components of accumulated earnings/(deficit) on a tax basis were as follows:

Undistributed		Undistributed		Post October Loss		Capital Loss		Other			Unrealized		Total
Ordinary		Long-Term		and		Carry		Book/Tax			Appreciation/		Accumulated
Income		Gains		Late Year Loss		Forwards		Differences			(Depreciation)		Earnings/(Deficits)
$	558,522	$	893,855	$	—	$	—	$	(34,222	)	$	19,355,546	$	20,773,701

The amount listed under other book/tax differences for the Fund is primarily attributable to tax adjustments for defaulted notes.

Permanent book and tax differences, primarily attributable to the reclassification of Fund distributions and tax adjustments for defaulted notes, resulted in reclassification for the year ended September 30, 2016 as follows:

Paid		Undistributed		Accumulated
In		Net Investment		Net Realized
Capital		Income (Loss)		Gains (Loss)
$	—	$	282,640	$	(282,640	)

Vertical Capital Income Fund

Notes to Financial Statements (Unaudited)(Continued)

March 31, 2017

NEW ACCOUNTING PRONOUNCEMENT

On October 13, 2016 the Securities and Exchange Commission amended existing rules intended to modernize reporting and disclosure of information. These amendments relate to Regulation S-X which sets forth the form and content of financial statements. At this time, management is evaluating the implications of adopting these amendments and their impact on the financial statements and accompanying notes.

SUBSEQUENT EVENTS

The Fund is required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the Statement of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Fund is required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has determined that other than those disclosed in these financial statements, there were no other subsequent events to report through the issuance of these financial statements.

Supplemental Information (Unaudited)

FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT*

The Investment Advisory Agreement (“New Agreement”) was approved by a majority of the Board, including the Independent Trustees, at an in-person meeting held on June 29, 2015. The Board reviewed the materials provided by the Advisor: Oakline Advisors, LLC (formerly known as Behringer Advisors, LLC) in advance of the meeting. The Trustees were assisted by independent legal counsel throughout the New Agreement review process. The Board relied upon the advice of independent legal counsel and their own business judgment in determining the material factors to be considered in evaluating the New Agreement and the weight to be given to each such factor. The conclusions reached by the Trustees were based on a comprehensive evaluation of all of the information provided and were not the result of any one factor. Moreover, each Trustee may have afforded different weight to the various factors in reaching his conclusions with respect to the New Agreement.

Nature, Extent and Quality of Services. The Trustees discussed the Advisor’s history and portfolio management experience. They noted that the Advisor and its affiliates currently serves a variety of retail, registered investment advisers and institutional investor clients, managing approximately $787 million in assets across its non-listed real estate investment trust (“REIT”), closed end funds and DST/Net Lease platform (a real estate related investment vehicle). The Trustees reviewed the background and experience of the Advisor’s team proposed to advise and service the Fund. They noted that although the Advisor had not provided advisory services to a registered investment company directly, they considered the varied and extensive experience of the portfolio management and compliance teams, and the Advisor’s ability to leverage the experience and expertise of its affiliates to the benefit of the Fund and shareholders. The Trustees discussed the investment advisory and related services to be provided to the Fund noting that the Advisor would oversee the day-to-day operations of the Fund, provide a variety of investment advisory services including execution and management of the Fund’s investment portfolio, and provide oversight and compliance. They considered that although the Advisor does not have experience in the residential mortgage markets, it does have previous experience with REIT and real-estate related investments. The Trustees noted positively the significant support the Advisor has in the Advisor-affiliated entities which further strengthen the services available to the Fund and shareholders. The Trustees discussed the Advisor’s proposal for the ongoing management and implementation of strategy changes for the Fund over time, and agreed that it had given thoughtful consideration to the development of a strategic and promising plan for the Fund. After further discussion, the Trustees concluded that the Advisor has the potential to provide advisory services to the Fund in line with the Board’s expectations.

Performance. The Trustees reviewed the performance of a variety of accounts currently managed by the Advisor. They noted that the Advisor does not currently manage a fund with a strategy substantially similar to that of the Fund, so the performance information provided was merely illustrative of the Advisor’s general capabilities. They also reviewed the performance of multiple REITs managed by the Advisor noting the positive returns in each period shown. The Trustees considered that while the Advisor does not have experience in the residential mortgage market, its experience and successful track record in the commercial real-estate and REIT markets suggest it has the capacity to provide positive returns for shareholders.

Fees and Expenses. The Trustees noted that the Advisor proposed to charge an advisory fee of 1.25%, equal to that currently paid by the Fund. They considered that the proposed fee was higher than the Morningstar category of real estate related funds average but within the range of fees of the peer group. The Trustees noted that Morningstar does not have a closed-end interval fund category and, therefore, the Morningstar comparison, while informative is not directly on point as to the relative reasonableness of the proposed fee. The Trustees further considered that the Advisor would maintain a contractual fee waiver until January 31, 2017 limiting the Fund’s total expense ratio to 1.85%. After further discussion, the Trustees concluded that the proposed advisory fee was reasonable.

Profitability . The Trustees reviewed a profitability analysis provided by the Advisor, and discussed the Advisor’s estimated profitability in connection with its relationship with the Fund. They noted that the Advisor anticipates realizing a net profit during the initial term of the New Agreement but agreed that the amount of profit was not excessive in terms of actual dollars or as a percentage of revenue. The Trustees further noted that the Advisor had agreed, if shareholders approve the New Agreement, to pay a portion of an existing shortfall in the Fund’s mortgage loan servicing account. They considered that the Advisor’s profitability analysis did not take this expense into account, and if it had, the Advisor would realize a net loss in connection with its relationship with the Fund for the first year. After further discussion, the Trustees concluded the Advisor’s estimated profitability was reasonable.

Economies of Scale. The Trustees considered whether there will be economies of scale with respect to the management of the Fund. The Trustees noted the absence of breakpoints in the Advisor’s fee proposal. They considered the Advisor’s representation that the Fund could benefit from economies as certain expenses of the Fund will be leveraged across the Advisor’s shared services platform and firm resources. After further discussion, the Trustees agreed that the matter of economies of scale would be revisited in connection with the renewal of the New Agreement as the Advisor’s costs are more clearly identified and prospects for Fund growth are better understood.

Conclusion . Having requested and received such information from the Advisor as the Trustees believed to be reasonably necessary to evaluate the terms of the New Agreement, and as assisted by the advice of Counsel, the Trustees concluded that the fee structure is reasonable and that approval of the New Agreement is in the best interests of the shareholders of Vertical Capital Income Fund.

PROXY VOTE

At a Special Meeting of Shareholders of the Fund, held at the offices of Gemini Fund Services, LLC, 80 Arkay Drive, Suite 110, Hauppauge, NY 11788, on Friday, October 30, 2015, shareholders of record as of the close of business on September 4, 2015 voted to approve the following proposal:

Proposal 1: To Elect a new Trustee

Shares Voted		Shares Voted Against
In Favor		or Abstentions
12,293,980		878,966

At a Special Meeting of Shareholders of the Fund, held at the offices of Gemini Fund Services, LLC, 80 Arkay Drive, Suite 110, Hauppauge, NY 11788, on Monday, November 16, 2015, shareholders of record as of the close of business on September 4, 2015 voted to approve the following proposal:

Proposal: To approve a new investment Advisory Agreement between the Fund and Behringer Advisors, LLC.

Shares Voted		Shares Voted Against
In Favor		or Abstentions
6,909,137		255,810

Due to timing of the contract renewal schedule, these deliberations may or may not relate to the current performance results of the Fund.

PRIVACY NOTICE

Rev. May 2012

FACTS	WHAT DOES VERTICAL CAPITAL INCOME FUND DO WITH YOUR PERSONAL INFORMATION?

Why?	Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.

What?	The types of personal information we collect and share depend on the product or service you have with us. This information can include:

	■	Social Security number	■	Purchase History

	■	Assets	■	Account Balances

	■	Retirement Assets	■	Account Transactions

	■	Transaction History	■	Wire Transfer Instructions

	■	Checking Account Information

	When you are no longer our customer, we continue to share your information as described in this notice.

How?	All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Vertical Capital Income Fund chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does Vertical Capital Income Fund share?	Can you limit this sharing?
For our everyday business purposes – such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes – to offer our products and services to you	No	We don’t share
For joint marketing with other financial companies	No	We don’t share
For our affiliates’ everyday business purposes – information about your transactions and experiences	No	We don’t share
For our affiliates’ everyday business purposes – information about your creditworthiness	No	We don’t share
For nonaffiliates to market to you	No	We don’t share

Questions?

Call 1-866-277-VCIF

Rev. May 2012

Who we are
Who is providing this notice?			Vertical Capital Income Fund
What we do
How does Vertical Capital Income Fund protect my personal information?			To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. Our service providers are held accountable for adhering to strict policies and procedures to prevent any misuse of your nonpublic personal information.
How does Vertical Capital Income Fund collect my personal information?			We collect your personal information, for example, when you ■ Open an account ■ Provide account information ■ Give us your contact information ■ Make deposits or withdrawals from your account ■ Make a wire transfer ■ Tell us where to send the money ■ Tells us who receives the money ■ Show your government-issued ID ■ Show your driver’s license We also collect your personal information from other companies.
Why can’t I limit all sharing?			Federal law gives you the right to limit only ■ Sharing for affiliates’ everyday business purposes – information about your creditworthiness ■ Affiliates from using your information to market to you ■ Sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates			Companies related by common ownership or control. They can be financial and nonfinancial companies. ■ Vertical Capital Income Fund does not share with our affiliates.
Nonaffiliates			Companies not related by common ownership or control. They can be financial and nonfinancial companies ■ Vertical Capital Income Fund does not share with nonaffiliates so they can market to you.
Joint marketing			A formal agreement between nonaffiliated financial companies that together market financial products or services to you. ■ Vertical Capital Income Fund doesn’t jointly market.

How to Obtain Proxy Voting Information

Information regarding how the Fund votes proxies relating to portfolio securities for the 12 month period ended June 30th as well as a description of the policies and procedures that the Fund used to determine how to vote proxies is available without charge, upon request, by calling 1-866-277-VCIF by referring to the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

How to Obtain 1st and 3rd Fiscal Quarter Portfolio Holdings

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC (1-800-SEC-0330). The information on Form N-Q is available without charge, upon request, by calling 1-866-277-VCIF.

Investment Adviser

Oakline Advisors, LLC

14675 Dallas Parkway, Suite 600

Dallas, Texas 75254

Administrator

Gemini Fund Services, LLC

80 Arkay Drive

Hauppauge, NY 11788

Item 2. Code of Ethics.

Item 3. Audit Committee Financial Expert. Not applicable for semi-annual reports.

Item 4. Principal Accountant Fees and Services. Not applicable for semi-annual reports.

Item 5. Audit Committee of Listed Companies. Not applicable.

Item 6. Schedule of Investments. See Item 1.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds. Not applicable for semi-annual reports.

Item 8. Portfolio Managers of Closed-End Management Investment Companies. Not applicable for semi-annual reports.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. Not applicable.

Item 10. Submission of Matters to a Vote of Security Holder. None.

Item 11. Controls and Procedures.

(a) Based on an evaluation of the Registrant’s disclosure controls and procedures as of a date within 90 days of filing date of this Form N-CSR, the principal executive officer and principal financial officer of the Registrant have concluded that the disclosure controls and procedures of the Registrant are reasonably designed to ensure that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported by the filing date, including that information required to be disclosed is accumulated and communicated to the Registrant’s management, including the Registrant’s principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

(b) There were no significant changes in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report (in the registrant’s second fiscal half-year in the case of an annual report) that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1) Code of Ethics filed herewith.

(a)(2) Certification(s) required by Section 302 of the Sarbanes-Oxley Act of 2002 (and Item 11(a)(2) of Form N-CSR) are filed herewith.

(a)(3) Not applicable.

(b) Certification(s) required by Section 906 of the Sarbanes-Oxley Act of 2002 (and Item 11(b) of Form N-CSR) are filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant) Vertical Capital Income Fund

By (Signature and Title)

* /s/ Michael D. Cohen

Michael D. Cohen, President

Date 5/30/17

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)

* /s/ Michael D. Cohen

Michael D. Cohen, President

Date 5/30/17

By (Signature and Title)

* /s/ S. Jason Hall

S. Jason Hall Treasurer

Date 5/30/17

* Print the name and title of each signing officer under his or her signature.

Exhibit 99.CERT

CERTIFICATIONS

I, Michael D. Cohen, certify that:

1. I have reviewed this report on Form N-CSR of the Vertical Capital Income Fund;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 ) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940 for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation;

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report (in the registrant’s second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: 5/30/17

/s/ Michael D. Cohen

Michael D. Cohen, President

I, S. Jason Hall, certify that:

1. I have reviewed this report on Form N-CSR of the Vertical Capital Income Fund;

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: 5/30/17

/s/ S. Jason Hall

S. Jason Hall, Treasurer

EX-99.906CERT

certification

Michael D. Cohen, President, and S. Jason Hall, Treasurer of the Vertical Capital Income Fund (the “Registrant”), each certify to the best of his or her knowledge that:

1. The Registrant’s periodic report on Form N-CSR for the period ended March 31, 2017 (the “Form N-CSR”) fully complies with the requirements of Sections 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

President		Treasurer
Vertical Capital Income Fund		Vertical Capital Income Fund


/s/ Michael D. Cohen		/s/ S. Jason Hall
Michael D. Cohen		S. Jason Hall

Date: 5/30/17		Date: 5/30/17

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Vertical Capital Income Fund and will be retained by the Vertical Capital Income Fund and furnished to the Securities and Exchange Commission (the “Commission”) or its staff upon request.

This certification is being furnished to the Commission solely pursuant to 18 U.S.C. § 1350 and is not being filed as part of the Form N-CSR filed with the Commission.