<SEC-DOCUMENT>0001504304-16-000180.txt : 20160523
<SEC-HEADER>0001504304-16-000180.hdr.sgml : 20160523
<ACCEPTANCE-DATETIME>20160523135013
ACCESSION NUMBER: 0001504304-16-000180
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20160523
DATE AS OF CHANGE: 20160523
GROUP MEMBERS: ANDREW DAKOS
GROUP MEMBERS: BULLDOG INVESTORS GROUP OF FUNDS
GROUP MEMBERS: BULLDOG INVESTORS, LLC
GROUP MEMBERS: PHILLIP GOLDSTEIN
GROUP MEMBERS: STEVEN SAMUELS
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: Virtus Total Return Fund
CENTRAL INDEX KEY: 0001310445
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-82915
FILM NUMBER: 161668544
BUSINESS ADDRESS:
STREET 1: 101 MUNSON STREET
CITY: GREENFIELD
STATE: MA
ZIP: 01301
BUSINESS PHONE: 800-248-7971
MAIL ADDRESS:
STREET 1: 100 PEARL STREET
CITY: HARTFORD
STATE: CT
ZIP: 06103
FORMER COMPANY:
FORMER CONFORMED NAME: DCA Total Return Fund
DATE OF NAME CHANGE: 20090421
FORMER COMPANY:
FORMER CONFORMED NAME: Dividend Capital Realty Income Allocation Fund
DATE OF NAME CHANGE: 20041202
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: Bulldog Investors, LLC
CENTRAL INDEX KEY: 0001504304
IRS NUMBER: 270926182
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
BUSINESS ADDRESS:
STREET 1: PARK 80 WEST - PLAZA TWO
STREET 2: 250 PEHLE AVE. SUITE 708
CITY: SADDLE BROOK
STATE: NJ
ZIP: 07663
BUSINESS PHONE: 201 556-0092
MAIL ADDRESS:
STREET 1: PARK 80 WEST - PLAZA TWO
STREET 2: 250 PEHLE AVE. SUITE 708
CITY: SADDLE BROOK
STATE: NJ
ZIP: 07663
FORMER COMPANY:
FORMER CONFORMED NAME: Brooklyn Capital Management LLC
DATE OF NAME CHANGE: 20101026
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<FILENAME>thirda.txt
<TEXT>
SCHEDULE 13D/A
DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT
5/19/16
1. NAME OF REPORTING PERSON
Bulldog Investors, LLC
2. CHECK THE BOX IF MEMBER OF A GROUP a[ ]
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
DE
___________________________________________________________
7. SOLE VOTING POWER
3,566,407
8. SHARED VOTING POWER
866,432
9. SOLE DISPOSITIVE POWER
3,566,407
_______________________________________________________
10. SHARED DISPOSITIVE POWER
866,432
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
4,432,839 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
16.14%
14. TYPE OF REPORTING PERSON
IA
___________________________________________________________
1. NAME OF REPORTING PERSON
Bulldog Investors Group of Funds
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
DE
___________________________________________________________
7. SOLE VOTING POWER
3,566,407
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
3,566,407
_______________________________________________________
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
3,566,407 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
12.98%
14. TYPE OF REPORTING PERSON
IC
1. NAME OF REPORTING PERSON
Phillip Goldstein
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
3,566,407
8. SHARED VOTING POWER
866,432
9. SOLE DISPOSITIVE POWER
3,566,407
_______________________________________________________
10. SHARED DISPOSITIVE POWER
866,432
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
4,432,839 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
16.14%
14. TYPE OF REPORTING PERSON
IN
___________________________________________________________
1. NAME OF REPORTING PERSON
Andrew Dakos
2. CHECK THE BOX IF MEMBER OF A GROUP a[]
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
3,566,407
8. SHARED VOTING POWER
866,432
9. SOLE DISPOSITIVE POWER
3,566,407
_______________________________________________________
10. SHARED DISPOSITIVE POWER
866,432
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
4,432,839 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
16.14%
14. TYPE OF REPORTING PERSON
IN
___________________________________________________________
1. NAME OF REPORTING PERSON
Steven Samuels
2. CHECK THE BOX IF MEMBER OF A GROUP a[]
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
3,566,407
8. SHARED VOTING POWER
866,432
9. SOLE DISPOSITIVE POWER
3,566,407
_______________________________________________________
10. SHARED DISPOSITIVE POWER
866,432
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
4,432,839 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
16.14%
14. TYPE OF REPORTING PERSON
IN
_______________________________________________________
Item 1. SECURITY AND ISSUER
This statement constitutes Amendment #8 to the schedule 13d
filed February 19, 2016. Except as specifically set forth
herein, the Schedule 13d remains unmodified.
ITEM 4. PURPOSE OF TRANSACTION
Since the date of the most recent amendment to schedule 13D, additional
members have joined the Bulldog Investors Group of Funds. See response
to Item 5 below.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As per the N-CSR filed on February 8, 2016, there were 27,466,109 shares
of common stock outstanding as of November 30, 2015. The percentages set forth
herein were derived using such number. Phillip Goldstein, Andrew Dakos and
Steven Samuels own Bulldog Investors, LLC, a registered investment advisor.
As of May 20, 2016, Bulldog Investors, LLC is deemed to be the beneficial
owner of 4,432,839 shares of DCA (representing 16.14% of DCA's outstanding
shares) solely by virtue of Bulldog Investors LLC's power to direct the vote
of,and dispose of, these shares. These 4,432,839 shares of DCA include 3,566,407
shares (representing 12.98% of DCA's outstanding shares) that are beneficially
owned by Mr. Goldstein and the following entities over which Messrs. Goldstein,
Dakos and Samuels exercise investment authority: Opportunity Partners LP,
Calapasas West Partners LP, Full Value Special Situations Fund, LP, Full Value
Offshore Fund, Ltd., Opportunity Income Plus, Full Value Partners, LP,
Bulldog Investors General Partnership, Mercury Partners, LP, Steady Gain
Partners, LP, and MCM Opportunity Partners, LP (collectively, "Bulldog Investors
Group of Funds"). Mr. Goldstein and the Bulldog Investors Group of Funds may be
deemed to constitute a group. All other shares included in the aforementioned
4,432,839 shares of DCA beneficially owned by Bulldog Investors LLC (solely by
virtue of its power to sell or direct the vote of these shares) are also
beneficially owned by clients of Bulldog Investors, LLC who are not members of
any group. The total number of these "non-group" shares is 866,432 shares
(representing 3.16% of DCA's outstanding shares).
(b)Bulldog Investors,LLC has sole power to dispose of and vote 3,566,407 shares.
Bulldog Investors, LLC has shared power to dispose of and vote 866,432 shares.
Certain of Bulldog Investors, LLC's clients (none of whom beneficially own more
than 5% of DCA's shares) share this power with Bulldog Investors, LLC. Messrs.
Goldstein, Dakos and Samuels are control persons of Bulldog Investors, LLC.
c) Since the last filing on 5/18/16 the following shares of DCA were purchased:
Date: Shares: Price:
05/18/16 9,000 4.2629
05/19/16 34,500 4.2328
05/20/16 17,000 4.2625
d) Clients of Bulldog Investors, LLC are entitled to receive any dividends or
sales proceeds.
e) N/A
ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
N/A
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
N/A
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.
Dated: 5/23/16
By: /S/ Phillip Goldstein
Name: Phillip Goldstein
By: /S/ Andrew Dakos
Name: Andrew Dakos
By: /S/ Steven Samuels
Name: Steven Samuels
Bulldog Investors, LLC
By: /s/ Andrew Dakos
Andrew Dakos, Member
Footnote 1: The reporting persons disclaim beneficial ownership except
to the extent of any pecuniary interest therein.
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>