SC 13D/A

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D
                    Under the Securities Exchange Act of 1934

                               (Amendment No. 7)*

                                   Foxby Corp.
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                                (Name of Issuer)
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                                  Common Stock
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                         (Title of Class of Securities)

                                    003009107
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                                 (CUSIP Number)

                                 Gregg T. Abella
                   Investment Partners Asset Management, Inc.
                                1 Highland Avenue
                           Metuchen, New Jersey 08840
                                  732-205-0391

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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
                                 Communications)

                                  March 5, 2008

             (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 the subject of this  Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e),  240.13d-1(f) or 240.13d-1(g),  check
the following box [ ].

Note:  Schedules  filed in paper format shall include a signed original and five
copies of the schedule,  including all exhibits. See Section 240.13d-7 for other
parties to whom copies are to be sent.

*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for  any  subsequent   amendment   containing   information  which  would  alter
disclosures provided in a prior cover page.

The Information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).



Cusip No. 003009107
- ---------------------------------------------------------------------------
1     NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

      Investment Partners Asset Management, Inc.
- ---------------------------------------------------------------------------
2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) [ ]
                                                               (b) [ ]
- ---------------------------------------------------------------------------
3     SEC USE ONLY
- ---------------------------------------------------------------------------
4     SOURCE OF FUNDS  OO
- ---------------------------------------------------------------------------
5     CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
      IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)                   [ ]
- - - ----- ------------------------------------------------------------------
6     CITIZENSHIP OR PLACE OF ORGANIZATION
      Investment Partners Asset Management, Inc. is organized under the
      laws of Delaware.
- ---------------------------------------------------------------------------
                      7     SOLE VOTING POWER

                                  68,873
                      -----------------------------------------------------
NUMBER OF             8     SHARED VOTING POWER
SHARES
BENEFICIALLY                      0
OWNED BY              -----------------------------------------------------
EACH                  9     SOLE DISPOSITIVE POWER
REPORTING
PERSON                            68,873
                      ----------------------------------------------------
                      10    SHARED DISPOSITIVE POWER

                                  177,629
- ---------------------------------------------------------------------------
11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
            246,502
- ---------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
     SHARES   [ ]
- ---------------------------------------------------------------------------
13    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
            9.47%
- ---------------------------------------------------------------------------
14    TYPE OF REPORTING PERSON
            IA
- ---------------------------------------------------------------------------


Item 1. Security and Issuer

     Foxby Corp. is located at 11 Hanover Square, NY, NY 10005.



Item 2. Identity and Background

     (a) Investment  Partners Asset Management,  Inc. is a corporation formed in
the State of Delaware.



     (b) The principal  place of business of the reporting  person is 1 Highland
Avenue, Metuchen, NJ.


     (c) Investment Advisor



     (d) None


     (e) None


     (f) Delaware



Item 3. Source and Amount of Funds or Other Consideration

     Client assets.


Item 4. Purpose of Transaction

     The purpose of  acquisition is  investment.  The reporting  person may from
time to time recommend  actions to the issuer's board of directors or management
for the purpose of increasing the market value of the issuer's shares generally.
A copy of a letter to the issuer's board of directors for this purpose,  sent on
March 5, 2008, is attached as an exhibit hereto.


Item 5. Interest in Securities  of the Issuer a) The reporting  person  believes
that the number of shares of the issuer that are  outstanding is 2,610,049 as of
March 5, 2008. As of March 5, 2008,  the  reporting  person may have been deemed
the beneficial  owner of 246,502  Shares,  or  approximately  9.44% of the total
number of Shares outstanding.


b) The reporting  person has sole power to vote 68,873 shares held by one of its
clients,  sole dispositive  power for 68,873 shares,  shared voting power for no
shares and shared dispositive power for 177,629 shares.


c) Clients of the reporting  person  purchased the following number of shares in
the past 60 days on the  American  Stock  Exchange,  through an ECN,  or through
re-investment of a dividend:

At the following prices:

Trade date  No. of Shares         Execution Price


1-11-2008   1689                  $2.89       (reinvested dividend)


There were no sales of the Issuer.

(d)         Clients of the Reporting Person are entitled to receive
all dividends, distributions and proceeds of sale.

(e)         Not Applicable

Item 6.    Contracts, Arrangements, Understandings, or Relationships with
           Respect to Securities of the Issuer

           None

Item 7.    Material to be Filed as Exhibits

           Letter

                                   SIGNATURES


     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 as of March 5, 2008






                                Investment Partners Asset Management, Inc.

                                         By: /s/ Gregg T. Abella
                                             --------------------------
                                             Name:  Gregg T. Abella
                                             Title: Officer

EX-1

INVESTMENT PARTNERS ASSET MANAGEMENT

One Highland Avenue Metuchen,  New Jersey 08840 o Tel (732) 205-0391 o Fax (732)
205-0395


BY FAX AND OVERNIGHT COURIER

March 5, 2008

Mr. Bassett Winmill, Chairman
Foxby Corp
C/O Mr. Thomas Winmill
Winmill & Company
11 Hanover Square
New York NY 10005

Re:  Concerns of Minority Shareholders

Dear Mr. Winmill:

We read your recent N-SAR SEC filing for Foxby ("Foxby" or "The fund") on Friday
February 29, 2008. We want to take this opportunity to convey our disappointment
and  disapproval of changes to the fund's  management  contract and bylaws which
further  entrench  yourselves  in what we perceive  as an abuse of the  minority
shareholders'  trust.  As we write this, we should point out that the fund's net
asset value ("NAV") according to your website as of March 4, 2008 is $3.07. This
is  approximately  19% higher than the NAV on July 15, 2002 when your firm began
managing  the fund.  During  the same  period the Dow Jones  Industrial  Average
returned  roughly 39%, the S&P 500  returned  approximately  45%, and the Nasdaq
composite returned around 63%. At the current market price of $2.60, the fund is
trading at  approximately a 15% discount to NAV - the fifth highest  discount of
any equity fund  according to  etfconnect.com.  We believe that this discount is
due at least in part to a) inferior  performance in the period from inception of
your firm's management of the fund to now relative to the above-mentioned market
indices(1),  b) a high  expense  ratio,  and c) a thin  trading  market  for the
shares.

As you may be aware we began purchasing shares of Foxby for our clients a little
more than a year ago. At that time, we were  interested  in the fund's  holdings
and held out some hope that the Board would address its fiduciary  obligation to
shareholders and close the wide discount gap. We also held the belief that, over
time,  the  expense  ratio would  decrease  as the assets  grew in size  because
certain  expenses would remain  constant and the management fee would remain low
(having  been  reduced  to 0.5% per  annum as a result  of the  settlement  of a
shareholder lawsuit). It appears, however, that some of our original assumptions
may have been undermined by your
- -----------------------------

(1)  We note that there have been some sub-periods  since inception of Winmill's
     management that Foxby has performed in-line with or above various indices.





subsequent  actions.  During the tenure of our clients'  holding  period we have
witnessed a pattern of behavior which has caused our original  positive  feeling
about the fund to be replaced by a feeling of un-ease and, sadly, mistrust.

Specifically,  by amending your advisory contract you have given yourselves wide
latitude to increase the  expenses  allocable  to the fund.  You cannot  dispute
that, according to this new arrangement,  expenses that would have been borne by
your advisor, its affiliates,  or other Winmill-managed  funds or entities,  are
now potentially going to be costs of Foxby. So the fund's attribute of having an
expense  ratio  that  could  decrease  over  time  as the  fund  grew  has  been
substituted with the risk of having an un-quantified  level of additional costs.
We  perceive  this  effort as nothing  more than a means of  circumventing  your
previous  agreement to earn the reduced  management fee of 0.5% per annum. While
you sought shareholder  approval to amend your contract in this manner,  without
including the votes of your own  organization and the  broker-non-vote,  it does
not appear that this  proposal  would have passed.  As you know, we contend that
the  election   process   itself  was  flawed  by  your   insistence   that  the
broker-non-vote  be  counted  as  a  vote  "for"  your  amended  agreement.  Our
understanding  is that  you  relied  upon  the  broker-non-vote  because  of the
interpretation that the contract amendment was a "routine matter". If the matter
were indeed "routine", then, you should have no problem in proving that to us as
shareholders.  Forgive  our  skepticism,  but  we  were  provided  no  numerical
projections in the proxy statement as to potential additional costs contemplated
under the amended contract.

By copy of this  letter to your  accountants,  we are  requesting  that the fund
disclose  as a  footnote  in all of your  upcoming  financial  statements,  on a
cumulative  basis from inception of the contract  amendment  going forward,  all
expenses compared with those covered under the previous agreement. Therefore, if
the matter is as  "routine"  as you  suggest,  the  numbers  over time will,  of
course, bear that out.

Beyond just the contract  amendment,  we feel that there are other  actions that
your  organization has engaged in over time that have caused us to question your
concern  for the  interests  of  outside  shareholders  generally  and of  Foxby
specifically. This attitude is evidenced by:

     -    Having a  history  of  de-registering  some of your  other  closed-end
          funds, changing their charters,  de-listing them from major exchanges,
          and making them  non-reporting  entities with limited  disclosure  and
          reporting requirements.

     -    Rescinding and eliminating Foxby's intention to purchase shares in the
          open market when the shares are trading at a discount to asset value.

     -    Eliminating Foxby's provision to purchase shares from each shareholder
          of record at net asset value once every two years.

     -    Amending Foxby's by-laws to further entrench the Board and management.





     -    Having a staggered Board for Foxby with 5 classes of directors.

     -    Domiciling  Foxby in Maryland - a state whose  corporate  laws, in our
          opinion, so dramatically limit the rights of minority  shareholders of
          closed-end  funds  that we have to wonder if such laws run  counter to
          the spirit of the Investment Company Act of 1940.

     -    Making transactions which do not appear to make financial sense - (E.g
          on  9/24/07  Foxby  used  roughly  4% of its net  assets  to  purchase
          $400,000 of a private company's  securities:  Amerivon Holdings LLC 4%
          Participating Convertible Promissory Notes. This asset was then valued
          at $260,000 merely six days later.)

     -    Conducting  an annual  shareholder  meeting for Foxby at which neither
          the  independent  directors nor the chairman were present in person or
          by telephone.

     -    Holding a  re-convened  annual  shareholder  meeting for Foxby without
          written  notice  to  shareholders  as to the  time  and  place of such
          meeting at which no directors were present in person or by telephone.

The  bottom  line is that we feel  that  the  Board  members  (particularly  the
independent directors) are not acting in a manner that fulfills their mission of
protecting investors.  OUR IMPRESSION IS THAT YOU AND YOUR LAWYERS HAVE SPENT SO
MUCH TIME  CONCENTRATING  ON WHAT YOU LEGALLY CAN DO TO  SHAREHOLDERS,  YOU HAVE
LOST A SENSE OF WHAT YOU SHOULD DO FOR SHAREHOLDERS.

Considering  all of the above, if you actually care about  shareholders  you can
demonstrate it by  considering  the following  strategies  which could align the
interests  of  shareholders  and  management  as well as  address  the  concerns
previously  addressed in our November 15, 2007  correspondence.  Those  concerns
were:  Foxby's fees and costs,  utilization of capital loss carryovers,  and the
significant discount to net asset value.

We note that  Winmill & Co manage  three  open-end  funds in  addition  to their
closed-end  funds.  Two of those funds have  similar  investment  objectives  as
Foxby:  The Midas Fund and the Midas  Special  Fund.  If you were to merge Foxby
into one of these two open-end funds:

     a)   The issue of  allocating  further  expenses to Foxby would be rendered
          un-necessary,  because the management  fees of those funds are higher,
          but variable with the increase of assets under management.

     b)   The capital loss carryovers could possibly survive in part if there is
          a common ownership  profile.  (Even if there is not a common ownership
          profile,  the succeeding  entity could  possibly  obtain at least some
          benefit   from   Foxby's    capital   loss   carryovers   in   certain
          circumstances.)

     c)   The  discount  to net asset  value  would be reduced  to zero  because
          open-end funds trade once per day at NAV.





     d)   The fund would become fully liquid for current or potential  investors
          who wish to enter or exit.

Alternatively,  Winmill  & Co also  manage  two  cash-rich  entities  which,  we
understand,  were previously  closed-end  funds,  namely Bexil and Tuxis. If you
were to merge either or both of those entities into Foxby:

     a)   The  allocation  of the  additional  expenses  under  Foxby's  amended
          advisory  contract  would be  spread  over a larger  asset  base,  and
          therefore could yield a lower expense ratio.

     b)   The  capital  loss  carryovers  could  possibly  survive if there is a
          common  ownership  profile.  (Even if there is not a common  ownership
          profile, Foxby could possibly retain at least some of its capital loss
          carryovers in certain circumstances.)

     c)   The  discount to asset value could  potentially  close  because  there
          would be more shares in the float,  and the larger asset base could be
          used to buy-back shares from time to time.

     d)   The fund could have a more active trading market for its shares.

We feel strongly that the Board needs to take action NOW and demonstrate that it
cares about  shareholders  more than it cares about management  entrenchment and
expense reimbursement.

We  would  like  you  to  share  this  letter  with  the  Board,  focus  on  the
above-mentioned  strategies,  or  propose  similar  ones with  roughly  the same
positive  characteristics  for  shareholders.  The Board's proposals should be a
part of an overall plan regarding what you intend to do to enhance value, manage
expenses, improve communication, and establish credibility with shareholders.

We are not interested in a fashioned reply written by your lawyers but an honest
communique to restore  confidence  that what lies ahead is NOT more of the same.
We hereby  request a meeting with you to discuss our concerns  face to face.  We
anticipate  a reply  regarding  the  above by March 31,  2008,  which we feel is
adequate time for the Board to reflect on its options.

Sincerely,



Gregg T. Abella



cc:  Larry Stadulis - Stradley Ronon
     John Baker - Stradley Ronon
     Tait, Weller & Baker LLP