144 1 btfform144nov08lb.txt FORM 144 - BOULDER TOTAL RETURN FUND OMB APPROVAL OMB Number: 3235-0101 Expires: August 31, 2003 Estimated average burden hours per response ....... 2.0 SEC USE ONLY DOCUMENT SEQUENCE NO. CUSIP NUMBER WORK LOCATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker. -------------------------------------------------------------------------------- 1(a) NAME OF ISSUER (Please type or print) BOULDER TOTAL RETURN FUND, INC. -------------------------------------------------------------------------------- (b) IRS IDENT. NO. 95-4405635 -------------------------------------------------------------------------------- (c) S.E.C. FILE NO. -------------------------------------------------------------------------------- 1(d) ADDRESS OF ISSUER 2344 Spruce Street, Suite A, Boulder, CO 80302 -------------------------------------------------------------------------------- (e) TELEPHONE NO. 303-444-5483 -------------------------------------------------------------------------------- 2(a) NAME OF PERSON FOR WHOSE ACCOUNT SECURITIES ARE TO BE SOLD LOLA BROWN TRUST NO. 1B -------------------------------------------------------------------------------- (b) IRS IDENT. NO. 48-6140276 -------------------------------------------------------------------------------- (c) RELATIONSHIP TO ISSUER 10% STOCKHOLDER -------------------------------------------------------------------------------- (d) ADDRESS 1029 West Third Ave., Suite 400 Anchorage, AK 99501 -------------------------------------------------------------------------------- INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.
3(a) (b) SEC USE (c) (d) (e) (f) (g) Tile of the Name and Address of ONLY Number of Aggregate Number of Shares Approximate Name of Each Class of Each Broker Through Broker- Shares or Market or Other Units Date of Sale Securities Securities Whom the Securities Dealer Other Units Value Outstanding (See inst. 3(f)) Exchange to be Sold are to be Offered File to be Sold (See instr. (See instr. 3(e)) (MO. DAY YR.) (See instr. 3(g)) or Each Market Number (See instr. 3(d)) Maker who is (3(c)) Acquiring the Securities ------------------------------------------------------------------------------------------------------------------------------------ Common stock E*Trade Securities LLC 64,000 12,338,660 11/12/2008 NYSE 671 N. Glebe Road, 11th Floor Arlington, VA 22203 ------------------------------------------------------------------------------------------------------------------------------------
INSTRUCTIONS: 1. (a) Name of issuer (b) Issuer's I.R.S. Identification Number (c) Issuer's S.E.C. file number, if any (d) Issuer's address, including zip code (e) Issuer's telephone number, including area code 2. (a) Name of person for whose account the securities are to be sold (b) Such person's I.R.S. identification number, if such person is an entity (c) Such person's relationship to the issuer (e.g., officer, director, 10% stockholder, or member of immediate family of any of the foregoing) (d) Such person's address, including zip code 3. (a) Title of the class of securities to be sold (b) Name and address of each broker through whom the securities are intended to be sold (c) Number of shares or other units to be sold (if debt securities, give the aggregate face amount) (d) Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice (e) Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer (f) Approximate date on which the securities are to be sold (g) Name of each securities exchange, if any, on which the securities are intended to be sold Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. TABLE I - SECURITIES TO BE SOLD Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:
Name of Person Title of Date You Nature of from Whom Acquired Amount of Date of the Class Acquired Acquisition Transaction (If gift, also give date Securities Payment Nature of Payment donor acquired) Acquired ------------------------------------------------------------------------------------------------------------------------------------ Common Stock 5/2/2006 Open Market Purchase Open Market Purchase 100 5/2/2006 See Footnote 1 Common Stock 5/3/2006 Open Market Purchase Open Market Purchase 200 5/3/2006 See Footnote 1 Common Stock 5/8/2006 Open Market Purchase Open Market Purchase 5,000 5/8/2006 See Footnote 1 Common Stock 5/9/2006 Open Market Purchase Open Market Purchase 7,000 5/9/2006 See Footnote 1 Common Stock 5/12/2006 Open Market Purchase Open Market Purchase 3,800 5/12/2006 See Footnote 1 Common Stock 5/15/2006 Private Party Purchase Ellen Horejsi 1,200 5/15/2006 See Footnote 1 Common Stock 5/15/2006 Open Market Purchase Open Market Purchase 1,200 5/15/2006 See Footnote 1 Common Stock 5/16/2006 Open Market Purchase Open Market Purchase 14,700 5/16/2006 See Footnote 1 Common Stock 5/17/2006 Open Market Purchase Open Market Purchase 2,200 5/17/2006 See Footnote 1 Common Stock 5/19/2006 Open Market Purchase Open Market Purchase 8,000 5/19/2006 See Footnote 1 Common Stock 5/22/2006 Open Market Purchase Open Market Purchase 4,800 5/22/2006 See Footnote 1 Common Stock 5/26/2006 Open Market Purchase Open Market Purchase 1,000 5/26/2006 See Footnote 1 Common Stock 6/8/2006 Open Market Purchase Open Market Purchase 500 6/8/2006 See Footnote 1 Common Stock 6/9/2006 Open Market Purchase Open Market Purchase 4,400 6/9/2006 See Footnote 1 Common Stock 6/26/2006 Open Market Purchase Open Market Purchase 4,100 6/26/2006 See Footnote 1 Common Stock 7/10/2006 Open Market Purchase Open Market Purchase 800 7/10/2006 See Footnote 1 Common Stock 8/17/2006 Open Market Purchase Open Market Purchase 5,000 8/17/2006 See Footnote 1 Total 64,000 Footnote 1. The purchase prices for the acquired securities were paid from cash on hand, intertrust advances, and margin borrowings under an account maintained by the Lola Brown Trust No. 1B (the "Brown Trust") with Merrill, Lynch, Pierce, Fenner & Smith Incorporated. The Brown Trust's margin borrowings from Merrill Lynch bear interst rates at the federal funds rate plus one half of one percent and are due on demand. Such margin borrowings are based on the collateral in the account maintained by the Brown Trust. The Brown Trust's account agreement with Merrill Lynch is attached as Exhibit 1 to the Schedule 13D filed by the Brown Trust and other parties with the Securities and Exchange Commission on November 1, 1999.
INSTRUCTIONS: 1. If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid. 2. If within two years after the acquisition of the securities the person for whose account they are to be sold had any short positions, put or other option to dispose of securities referred to in paragraph (d)(3) of Rule 144, furnish full information with respect thereto. TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.
Name and Address of Seller Title of Securities Sold Date of Sale Amount of Securities Gross Proceeds ------------------------------------------------------------------------------------------------------------------------------------
REMARKS: INSTRUCTIONS: See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all personswhose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice. ATTENTION: The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. 11/7/2008 Lola Brown Trust No. 1B /s/ Stephen C. Miller --------------------- ----------------------------------------- Date of Notice Stephen C. Miller, Vice President, Alaska Trust Company, trustee The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures. ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001).