-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JWjA9U/jKgSLofatbTZKfjyQbK2PumqcEROGrDdRzkYqol5KEyBP7lVQ7xckS7Rb POKmXEjTdUGuykqL+QnIgw== 0001067621-08-000018.txt : 20080423 0001067621-08-000018.hdr.sgml : 20080423 20080423100139 ACCESSION NUMBER: 0001067621-08-000018 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080423 DATE AS OF CHANGE: 20080423 GROUP MEMBERS: ANDREW DAKOS GROUP MEMBERS: BULLDOG INVESTORS GROUP MEMBERS: PHILLIP GOLDSTEIN FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GOLDSTEIN PHILLIP CENTRAL INDEX KEY: 0001067621 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: 9147475262 MAIL ADDRESS: STREET 1: 60 HERITAGE DRIVE CITY: PLEASANTVILLE STATE: NY ZIP: 10570 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BANCROFT FUND LTD CENTRAL INDEX KEY: 0000009521 IRS NUMBER: 042476994 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-19660 FILM NUMBER: 08770765 BUSINESS ADDRESS: STREET 1: 65 MADISON AVENUE STREET 2: SUITE 550 CITY: MORRISTOWN STATE: NJ ZIP: 07960 BUSINESS PHONE: (973) 631-1177 MAIL ADDRESS: STREET 1: 65 MADISON AVENUE STREET 2: SUITE 550 CITY: MORRISTOWN STATE: NJ ZIP: 07960 FORMER COMPANY: FORMER CONFORMED NAME: BANCROFT CONVERTIBLE FUND INC DATE OF NAME CHANGE: 19920703 SC 13D/A 1 bcvthirda.txt DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 4/21/08 1. NAME OF REPORTING PERSON Bulldog Investors, Phillip Goldstein and Andrew Dakos 2. CHECK THE BOX IF MEMBER OF A GROUP a[X] b[ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) AND 2(e) [] 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA 7. SOLE VOTING POWER 223,897 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 223,897 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 223,897 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] 13. PERCENT OF CLASS REPRESENTED BY ROW 11 4.61% 14. TYPE OF REPORTING PERSON IA The filing constitutes amendment # 3 to the Schedule 13d filed by Bulldog Investors, Phillip Goldstein and Andrew Dakos on 5/30/07. This amendment # 3 amends the schedule 13d as specifically set forth. ITEM 4. PURPOSE OF TRANSACTION ITEM 5. INTEREST IN SECURITIES OF THE ISSUER a)-b) As per the N-CSR filed on 12/26/07 there were 5,733,016 shares of BCV outstanding as of 10/31/07. In addition, BCV completed a tender offer for 880,154 shares on Febraury 29, 2007. Therefore, we estimate that there are 4,852,862 shares outstanding. The percentage set forth in item 5 was derived using such numbers. Bulldog Investors, Phillip Goldstein, Andrew Dakos and accounts managed by the filing persons beneficially own an aggregate of 223,897 shares of BCV or 4.61% of the outstanding shares. Power to dispose and vote securities lie solely with Phillip Goldstein and Andrew Dakos. c) During the past 60 days the following shares of BCV were sold unless previously reported: Trade Date # shares Price ($) 2/6/08 100 $18.80 2/7/08 1,600 $18.70 2/12/08 100 $18.80 2/15/08 3,000 $18.75 3/6/08 131,420 $19.36 3/18/08 3,000 $18.00 3/19/08 560 $18.00 3/27/08 200 $18.00 3/28/08 3,000 $18.10 3/28/08 185 $18.07 d) Beneficial owners of the accounts managed by the filing persons are entitled to receive any dividends or sales proceeds. e) NA Dated: 4/21/08 By: /s/ Phillip Goldstein Name: Phillip Goldstein By: /s/ Andrew Dakos Name:: Andrew Dakos -----END PRIVACY-ENHANCED MESSAGE-----