-----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, DDSDPK/ngWMxMVuoxWCeTySePqF9TApDcGyrz0aH7NYI3Y8AIQMN6YCzB5ykSv6G QmmLOqMqxRfR9bwQ+CEvyw== 0001462180-10-000040.txt : 20100706 0001462180-10-000040.hdr.sgml : 20100705 20100706145247 ACCESSION NUMBER: 0001462180-10-000040 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100706 DATE AS OF CHANGE: 20100706 GROUP MEMBERS: ANDREW DAKOS GROUP MEMBERS: BROOKLYN CAPITAL MANAGEMENT GROUP MEMBERS: BULLDOG INVESTORS GROUP MEMBERS: PHILLIP GOLDSTEIN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Evergreen International Balanced Income Fund CENTRAL INDEX KEY: 0001336593 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-83731 FILM NUMBER: 10938692 BUSINESS ADDRESS: STREET 1: 200 BERKELEY STREET CITY: BOSTON STATE: MA ZIP: 02116-5034 BUSINESS PHONE: 617-210-3200 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET CITY: BOSTON STATE: MA ZIP: 02116-5034 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Bulldog Investors CENTRAL INDEX KEY: 0001462180 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: PARK 80 WEST PLAZA TWO STREET 2: SUITE 750 CITY: SADDLE BROOK STATE: NJ ZIP: 07663 BUSINESS PHONE: 201 556-0092 MAIL ADDRESS: STREET 1: PARK 80 WEST PLAZA TWO STREET 2: SUITE 750 CITY: SADDLE BROOK STATE: NJ ZIP: 07663 SC 13D 1 third.txt SCHEDULE 13D DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 6/25/2010 1. NAME OF REPORTING PERSON Bulldog Investors, Brooklyn Capital Management, Phillip Goldstein and Andrew Dakos 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 502,462 8. SHARED VOTING POWER 147,598 9. SOLE DISPOSITIVE POWER 650,060 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 650,060 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 5.62% 14. TYPE OF REPORTING PERSON IA _______________________________________________________ Item 1. SECURITY AND ISSUER This Schedule 13D relates to the shares of Common Stock of Evergreen International Balanced Income Fund.("EBI" or the "Issuer"). The principal executive offices of NNA are located at 200 BERKELEY STREET BOSTON MA 02116-5034 Item 2. IDENTITY AND BACKGROUND This statement is filed on behalf of Bulldog Investors, Brooklyn Capital Mangement, Phillip Goldstein, 60 Heritage Drive Pleasantville, NY 10570 a principal of Bulldog Investors and Andrew Dakos, Park 80 West,Saddle Brook, NJ 07663, also a principal of Bulldog Investors. Mr.Goldstein and Mr. Dakos are self-employed investment advisors. On January 31, 2007 the Acting Director of the Securities Division of the Massachusetts Secretary of State (the Securities Division) filed a complaint against Bulldog Investors, Messrs. Goldstein, Samuels, Dakos and Das and certain related parties (the Bulldog Parties) alleging that they violated Massachusetts law by making information about certain unregistered investments available on their website and by sending material about such investments to an individual who requested it. On October 17, 2007 the Secretary issued a cease and desist order based on the same allegations and ordered that a fine be imposed on the Bulldog Parties of $25,000. On November 15, 2007 the Bulldog Parties filed an appeal of the Secretary's October 17, 2007 order in the Massachusetts Superior Court. On February 12, 2009, the Massachusetts Superior Court upheld the Secretary's October 17, 2007 order. The Bulldog Parties further appealed the ruling of the Massachusetts Superior Court to Massachusetts Appeals Court. On October 21, 2009 the Massachusetts Supreme Judicial Court, the state's highest court, unilaterally transferred the case from the Massachusetts Appeals Court to the Supreme Judicial Court, which will decide the appeal. ITEM 3. SOURCE AND AMOUNT OF FUNDS AND OTHER CONSIDERATIONS Shares of the Issuer have been accumulated on behalf of managed accounts. ITEM 4. PURPOSE OF TRANSACTION On May 26, 2010, the group sent the letter in exhibit A to shareholders. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER As per the N-CSR filed on January 5, 2010 there were 11,572,378 shares of common stock outstanding as of 10/31/2009 The percentage set forth in item 5 was derived using such number. Bulldog Investors, Brooklyn Capital Management, Phillip Goldstein and Andrew Dakos beneficially own an aggregate of 578,463 shares of EBI or 5.00% of the outstanding shares.Power to dispose of and vote securities resides either with Mr. Goldstein, Mr. Dakos or with clients. c) During the past 60 days the following shares of EBI were purchased: Date: Shares: Price: 05/06/10 10,000 13.0566 05/14/10 10,355 12.9065 05/17/10 20,053 12.7481 05/18/10 33,019 12.7971 05/19/10 9,242 12.4376 05/20/10 10,200 12.1135 05/21/10 2,500 11.9200 05/24/10 9,529 12.1902 05/25/10 9,900 11.8197 05/26/10 55,000 12.1790 05/27/10 20,038 12.3650 05/28/10 10,527 12.4683 06/01/10 13,100 12.4872 06/02/10 9,279 12.5774 06/03/10 47,137 12.7175 06/07/10 15,100 12.2337 06/08/10 3,827 12.2257 06/09/10 1,446 12.3772 06/10/10 18,893 12.5638 06/11/10 28,923 12.6539 06/14/10 24,402 12.8567 06/15/10 4,984 12.9872 06/16/10 19,191 13.0427 06/17/10 33,508 13.0080 06/18/10 15,683 13.0223 06/21/10 48,400 13.1155 06/22/10 8,597 12.9630 06/24/10 20,926 12.8985 06/25/10 14,157 12.9345 06/28/10 21,909 12.9450 06/29/10 2,700 12.6354 06/30/10 26,274 12.6413 07/01/10 7,414 12.5736 07/02/10 13,300 12.6955 d) Beneficiaries of managed accounts are entitled to receive any dividends or sales proceeds. e) NA ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. None. 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: 07/06/2010 By: /s/ Phillip Goldstein Name: Phillip Goldstein By: /S/ Andrew Dakos Name: Andrew Dakos Exhibit A Bulldog Investors, Park 80 West, 250 Pehle Avenue, Suite 708, Saddle Brook, NJ 07663 (914) 747-5262 // pgoldstein@bulldoginvestors.com May 26, 2010 Dear Fellow Shareholder of Evergreen International Balanced Income Fund (EBI): Do you know that EBI's prospectus contains a so called "lifeboat" provision designed to assure investors that the board of trustees would act if the shares trade at a material discount from net asset value? The "lifeboat" provision for EBI reads as follows: Because shares of a closed-end investment company may frequently trade at prices lower than net asset value, the fund's board of trustees may in the future consider action that might be taken to reduce or eliminate any material discount from net asset value in respect of common shares, which may include the repurchase of such shares in the open market or in private transactions, the making of a tender offer for such shares, or the conversion of the fund to an open-end investment company. Well, On May 21, 2010, the discount on EBI's shares was 17.4%! In fact, they have been trading at a double-digit discount for quite awhile but the board of trustees seems to have forgotten about the "lifeboat" provision. Yet, in what appears to be a clear case of misplaced priorities, the board is now asking shareholders to approve a lucrative management agreement with Wells Fargo. That is great for Wells Fargo but does nothing for EBI's shareholders. To make matters worse, the proposed management agreement provides that Wells Fargo will be paid a percentage of EBI's total assets rather than of its net assets. Thus, the more it leverages EBI, the higher Wells Fargo's fees will be. A fund manager should not collect fees on leverage unless shareholders actually benefit from the leverage. We do not believe that any trustee would agree to pay a manager a fee to leverage his or her own money. Thus, the board's failure to protect shareholders by agreeing to unconditionally pay Wells Fargo a percentage of EBI's leveraged assets is inexcusable. The good news is that if the proposed management agreement is voted down, the trustees will probably get the message, i.e., that EBI's shareholders want (1) action taken to address the discount and (2) elimination of the perverse incentive for Wells Fargo to leverage EBI's portfolio. Therefore, when you get management's proxy in the mail, we urge you to JUST VOTE NO ON EACH PROPOSAL! Very truly yours, Phillip Goldstein Principal -----END PRIVACY-ENHANCED MESSAGE-----