SC 13D/A 1 thirda.txt SCHEDULE 13D/A DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 12/23/19 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 26,518 8. SHARED VOTING POWER 1,013,141 9. SOLE DISPOSITIVE POWER 26,518 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 1,013,141 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 1,039,659(Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 4.95% 14. TYPE OF REPORTING PERSON IA ___________________________________________________________ 1. NAME OF REPORTING PERSON Phillip Goldstein 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 26,518 8. SHARED VOTING POWER 1,389,611 9. SOLE DISPOSITIVE POWER 26,518 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 1,389,611 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 1,416,129 (Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 6.75% 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 26,518 8. SHARED VOTING POWER 1,389,611 9. SOLE DISPOSITIVE POWER 26,518 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 1,389,611 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 1,416,129 (Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 6.75% 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 26,518 8. SHARED VOTING POWER 1,013,141 9. SOLE DISPOSITIVE POWER 26,518 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 1,013,141 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 1,039,659 (Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 4.95% 14. TYPE OF REPORTING PERSON IN _______________________________________________________ Item 1. SECURITY AND ISSUER This statement constitutes Amendment #1 to the schedule 13d filed September 30, 2019. Except as specifically set forth herein, the Schedule 13d remains unmodified. ITEM 4. PURPOSE OF TRANSACTION See exhibit A - Letter to the Secretary. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) As per the N-CSRS filed on June 26, 2019, there were 20,989,795 shares of common stock outstanding as of April 30, 2019. 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 December 20, 2019, Bulldog Investors, LLC is deemed to be the beneficial owner of 1,039,659 shares of BWG (representing 4.95% of BWG's outstanding shares) solely by virtue of Bulldog Investors LLC's power to direct the vote of,and dispose of, these shares. These 1,039,659 shares of BWG include 26,518 shares (representing 0.13% of BWG's outstanding shares) that are beneficially owned by Mr. Goldstein and Mr.Samuels. All other shares included in the aforementioned 1,039,659 shares of BWG 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 1,013,141 shares (representing 4.83% of BWG's outstanding shares). As of December 20,2019, each of Messrs. Goldstein and Dakos is deemed to be the beneficial owner of 1,416,129 shares of BWG (representing 6.75% of BWG's outstanding shares) by virtue of their power to direct the vote of, and dispose of, these shares. (b)Bulldog Investors,LLC has sole power to dispose of and vote 26,518 shares. Bulldog Investors, LLC and Messrs. Goldstein, Samuels and Dakos have shared power to dispose of and vote 1,013,141 shares. Certain of Bulldog Investors, LLC's clients (none of whom beneficially own more than 5% of BWG's shares) share this power with Bulldog Investors, LLC. Messrs.Goldstein, Dakos and Samuels are members of Bulldog Investors, LLC. Messrs. Goldstein and Dakos have shared power to dispose of and vote an additional 376,470 shares. c) During the past 60 days the following shares of BWG were purchased: Date: Shares: Price: 11/27/19 500 12.2700 12/03/19 500 12.2200 d) Clients of Bulldog Investors, LLC, Messrs. Goldstein and Samuels, and an account managed by Messrs.Goldstein and Dakos 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 Exhibit 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: 12/23/2019 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. Exhibit A: Phillip Goldstein 60 Heritage Drive, Pleasantville, NY 10570 (914) 747-5262 // pgoldstein@bulldoginvestors.com December 23, 2019 BrandywineGLOBAL - Global Income Opportunities Fund Inc. 620 Eighth Avenue, 49th Floor New York, New York 10018 Attention: Robert I. Frenkel, Secretary and Chief Legal Officer Dear Mr. Frenkel: I beneficially own 20,783 shares of BrandywineGLOBAL - Global Income Opportunities Fund Inc. (the "Fund"), which have been purchased from time to time beginning on September 28, 2015, and of which 100 shares are registered and the balance held in street name at StockCross, Schwab, and Pershing. Pursuant to Section 5(a) of Article II of the Fund's Amended and Restated Bylaws, I hereby give notice that I intend to present the three nominees for Director listed below and one proposal (in addition to the Rule 14a-8 proposal I submitted in September) at the Fund's 2020 annual meeting of stockholders. Each nominee may be contacted by writing to him c/o Bulldog Investors, LLC, 250 Pehle Avenue, Suite 708, Saddle Brook, NJ 07663. No proposed nominee is an interested person of the Fund or has any arrangements or understandings with any person, and there is no family relationship between any proposed nominee and any affiliated person of the Fund. In addition, no proposed nominee has a material business or professional relationship with the Fund or any other fund with the same investment adviser, the principal executive officer of the Fund or of any other fund with the same investment adviser, the Fund's investment adviser, or any controlling person of such investment adviser. Mr. Dakos does not personally own any shares. Mr. Das beneficially owns 850 shares. Bulldog's and my personal investment strategy is to earn a good risk- adjusted rate of return. Phillip Goldstein (born 1945) - Managing Member of Bulldog Investors, LLC (and its predecessor), an SEC-registered investment adviser that serves as the investment adviser to, among other clients, the Bulldog Investors group of private investment funds and Special Opportunities Fund, Inc., a registered closed-end investment company; Principal of the general partner of several private investment partnerships in the Bulldog Investors group of private funds; Chairman of the Mexico Equity & Income Fund, Inc.; Secretary and Chairman of Special Opportunities Fund, Inc.; Director of MVC Capital, Inc.; Director of Brookfield DTLA Fund Office Trust Investor; Secretary, Chairman, and member of the Transitional Investment Committee of High Income Securities Fund (f/k/a Putnam High Income Securities Fund); Director of The Swiss Helvetia Fund, Inc; Trustee of Crossroads Liquidating Trust; Chairman of Emergent Capital, Inc. (until 2017). Andrew Dakos (born 1966) - Managing Member of Bulldog Investors, LLC, an SEC-registered investment adviser that serves as the investment adviser to, among other clients, the Bulldog Investors group of private investment funds and Special Opportunities Fund, Inc., a registered closed-end investment company; Principal of the general partner of several private investment partnerships in the Bulldog Investors group of private funds; President and Director of Special Opportunities Fund; President and Chairman of The Swiss Helvetia Fund, Inc; President, Trustee and member of the Transitional Investment Committee of High Income Securities Fund (f/k/a Putnam High Income Securities Fund); Director of Brookfield DTLA Fund Office Trust Investor, Inc.; Trustee of Crossroads Liquidating Trust; Director of Emergent Capital, Inc. (until 2017); Director of the Mexico Equity & Income Fund (until 2015). Rajeev Das (born 1968) - Principal of the general partner of several private investment partnerships in the Bulldog Investors group of private investment funds; Head Trader of Bulldog Investors, LLC, an SEC-registered investment adviser that serves as the investment adviser to, among other clients, the Bulldog investors group of private investment funds and Special Opportunities Fund, Inc., a registered closed-end investment company; Director and Chairman of the Audit Committee of the Mexico Equity & Income Fund; Trustee and member of the Transitional Investment Committee of High Income Securities Fund (f/k/a Putnam High Income Securities Fund); Vice President of Special Opportunities Fund, Inc.; Secretary of The Swiss Helvetia Fund, Inc. The non-binding proposal I intend to present is as follows: The Board should amend the bylaws to provide that in a contested election, a majority of the votes cast in the election of directors shall be required to elect a director. The purpose of this proposal is to minimize the possibility of having a failed election and holdover directors. None of the actions mentioned in Section 5(a)(iii)(C) or (D) of Article II are applicable and Sections 5(a)(v) and (vi) are not applicable. Bulldog Investors, LLC, an investment adviser of which I am a Managing Member, and its affiliated persons beneficially own a total of approximately 6.75% of the Fund's shares. Please advise me as soon as possible if you have any questions or concerns. Thank you for your prompt attention to this matter. Sincerely yours, /S/Phillip Goldstein Phillip Goldstein