-----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, KDttB/OxINMxIRmzpH4BvCvpU0kL1h2RTWHo1SFaFBxNVTDKn2XMSIQQB/KOOQdJ 65Mqo7j8hnyGlGQ+0LpDCg== 0001048703-06-000177.txt : 20060707 0001048703-06-000177.hdr.sgml : 20060707 20060707110010 ACCESSION NUMBER: 0001048703-06-000177 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060707 DATE AS OF CHANGE: 20060707 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ACM GOVERNMENT OPPORTUNITY FUND INC CENTRAL INDEX KEY: 0000834933 IRS NUMBER: 133479663 STATE OF INCORPORATION: MD FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-50925 FILM NUMBER: 06949948 BUSINESS ADDRESS: STREET 1: ALLIANCE CAPITAL MGMT LP STREET 2: 1345 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129692127 MAIL ADDRESS: STREET 1: ALLIANCE CAPITAL MANAGEMENT LP STREET 2: 1345 AVENUE OF THE AMERICAS 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KARPUS MANAGEMENT INC CENTRAL INDEX KEY: 0001048703 IRS NUMBER: 161290550 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 14 TOBEY VILLAGE OFFICE PARK CITY: PITTSFORD STATE: NY ZIP: 14534 BUSINESS PHONE: 7165864680 SC 13D/A 1 aof07-06.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) ACM Government Opportunity Fund Inc. (AOF) (Name of Issuer) Common Stock (Title of Class of Securities) 0009181027 (CUSIP Number) George W. Karpus, President Karpus Management, Inc., d/b/a Karpus Investment Management 183 Sully?s Trail Pittsford, New York 14534 (585) 586-4680 (Name, Address, and Telephone Number of Person Authorized to Receive Notices and Communications) July 7, 2006 (Date of Event which requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is subject of this Schedule 13D/A, and if filing this schedule because of Rule 13d-1(b) (3) or (4), check the following box. [ ] (Page 1 of 5 pages) (There are no exhibits.) Item 1. Security and Issuer Common Stock, ACM Government Opportunity Fund Inc. Alliance Capital Management LP 1345 Avenue of the Americas New York, New York 10105 Item 2. Identity and Background (a) Karpus Management, Inc., d/b/a Karpus Investment Management (?KIM?), George W. Karpus, President, Director, and controlling stockholder, Jo Ann Van Degriff, Vice-President and Director, and Sophie Karpus, Director. (b) The address of KIM?s principal place of business and principal office is 183 Sully?s Trail, Pittsford, New York 14534. (c) Principal business and occupation - Investment management for individuals, pension plans, profit sharing plans, corporations, endowments, trusts and others. (d) None of George W. Karpus, Jo Ann Van Degriff or Sophie Karpus (the ?Principals?) or KIM has been convicted in the past 5 years of any criminal proceeding (excluding traffic violations). (e) During the last 5 years none of the Principals or KIM has been a party to a civil proceeding as a result of which any of them is subject to a judgment, decree, or final order enjoining future violations of or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Each of the Principals is a United States citizen. KIM is a New York corporation. Item 3. Source and Amount of Funds or Other Considerations KIM, an independent investment advisor, has accumulated 678,145 shares of AOF on behalf of accounts that are managed by KIM (the ?Accounts?) under limited powers of attorney, which represents 5.26% of the outstanding shares. All funds that have been utilized in making such purchases are from such Accounts. Item 4. Purpose of Transaction KIM has purchased Shares for the Accounts for investment purposes. However, KIM reserves the right to contact management with regard to concerns that they have with respect to the Fund. This may include letters to the Board and/or other communications with Fund management. Being an independent registered investment advisor, with a specialty focus in closed end funds, the profile of AOF fit the investment guidelines for various Accounts. Shares have been acquired since November 14, 1995. Item 5. Interest in Securities of the Issuer (a) As of the date of this Report, KIM represents beneficial ownership of 678,145 shares or 5.26% of the outstanding shares. Sophie Karpus presently owns 900 shares purchased on August 8, 2005 at $7.66. Karpus Investment Management Profit Sharing Plan presently owns 1,500 shares purchased on August 8, 2005 at $7.66. None of the other principals of KIM presently own shares of AOF. (b) KIM has the sole power to dispose of and to vote all such Shares under limited powers of attorney. (c) Below are the open market purchases in the last 60 days for the Accounts. There have been no dispositions and no acquisition, other than by such open market purchases, during such period. Date Shares Price Per Share Date Shares Price Per Share 5/2/2006 900 7.55 6/5/2006 1300 7.42 5/4/2006 1000 7.51 6/6/2006 3700 7.42 5/9/2006 900 7.56 6/8/2006 2700 7.73 5/10/2006 700 7.56 6/8/2006 - -1000 7.46 5/11/2006 6975 7.56 6/12/2006 400 7.44 5/12/2006 3500 7.54 6/13/2006 1800 7.44 5/16/2006 3100 7.55 6/14/2006 1600 7.45 5/17/2006 1300 7.51 6/15/2006 2000 7.45 5/18/2006 2300 7.51 6/16/2006 700 7.45 5/19/2006 4800 7.54 6/19/2006 500 7.45 5/22/2006 1600 7.48 6/20/2006 3000 7.44 5/25/2006 - -50 7.56 6/20/2006 - -600 7.40 6/22/2006 200 7.41 6/26/2006 2400 7.41 The Accounts have the right to receive all dividends from, and any proceeds from the sale of the Shares. None of the Accounts has an interest in Shares constituting more than 5% of the Shares outstanding. Item 6. Contracts, Arrangements, Understandings, or Relationships with Respect to Securities of the Issuer Except as described above, there are no contracts, arrangements, understandings or relationships of any kind among the Principals and KIM and between any of them and any other person with respect to any of the AOF securities. Item 7. Materials to be Filed as Exhibits Not applicable. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct. Karpus Management, Inc. By: Name: Sharon L. Thornton Title: Director of Investment Personnel and Senior Analyst Date: July 7, 2006 -----END PRIVACY-ENHANCED MESSAGE-----