Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Carlyle GMS Investment Management L.L.C.
 2. Date of Event Requiring Statement (Month/Day/Year)
04/12/2013		 3. Issuer Name and Ticker or Trading Symbol
Carlyle GMS Finance, Inc. [NONE]
(Last)
(First)
(Middle)
C/O THE CARLYLE GROUP, 520 MADISON AVENUE, 38TH FLOOR		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10022		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 100
I
See Footnote (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Carlyle GMS Investment Management L.L.C.
C/O THE CARLYLE GROUP
520 MADISON AVENUE, 38TH FLOOR
NEW YORK, NY 10022		     X    
Carlyle Group Management L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON, DC 20004		     X    
Carlyle Group L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON, DC 20004		     X    
Carlyle Holdings I GP Inc.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON, DC 20004		     X    
Carlyle Holdings I GP Sub L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON, DC 20004		     X    
Carlyle Holdings I L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON, DC 20004		     X    
TC Group, LLC
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON, DC 20004		     X    
Carlyle Investment Management LLC
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON, DC 20004		     X    

Signatures

CARLYLE GROUP MANAGEMENT L.L.C., By: /s/ Orit Mizrachi, attorney-in-fact 04/12/2013
**Signature of Reporting Person Date
THE CARLYLE GROUP L.P., By: Carlyle Group Management L.L.C., its general partner, By: /s/ Orit Mizrachi, attorney-in-fact 04/12/2013
**Signature of Reporting Person Date
CARLYLE HOLDINGS I GP INC., By: /s/ Orit Mizrachi, attorney-in-fact 04/12/2013
**Signature of Reporting Person Date
CARLYLE HOLDINGS I GP SUB L.L.C., By: Carlyle Holdings I GP Inc., its managing member, By: /s/ Orit Mizrachi, attorney-in-fact 04/12/2013
**Signature of Reporting Person Date
CARLYLE HOLDINGS I L.P., By: Carlyle Holdings I GP Sub L.L.C., its general partner, By: Carlyle Holdings I GP Inc., its managing member, By: /s/ Orit Mizrachi, attorney-in-fact 04/12/2013
**Signature of Reporting Person Date
TC GROUP, L.L.C., By: Carlyle Holdings I L.P., its managing member, By: /s/ Orit Mizrachi, attorney-in-fact 04/12/2013
**Signature of Reporting Person Date
CARLYLE INVESTMENT MANAGEMENT L.L.C., By: TC Group, L.L.C., its managing member, By: Carlyle Holdings I L.P., its managing member, By: /s/ Orit Mizrachi, attorney-in-fact 04/12/2013
**Signature of Reporting Person Date
CARLYLE GMS INVESTMENT MANAGEMENT L.L.C., By: Carlyle Investment Management L.L.C., its managing member, By: TC Group, L.L.C., its managing member, By: Carlyle Holdings I L.P., its managing member, By: /s/ Orit Mizrachi, attorney-in-fact 04/12/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Carlyle GMS Investment Management L.L.C. is the record holder of 100 shares of common stock. Carlyle Group Management L.L.C. is the general partner of The Carlyle Group L.P., which is a publicly traded entity listed on NASDAQ. The Carlyle Group L.P. is the sole shareholder of Carlyle Holdings I GP Inc., which is the managing member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which is the managing member of TC Group, L.L.C., which is the managing member of Carlyle Investment Management L.L.C., which is the managing member of Carlyle GMS Investment Management L.L.C. Each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of its pecuniary interest therein.
 
Remarks:
Exhibit List: Exhibit 24 - Confirming Statement

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