0001462180-13-000027.txt : 20130710
0001462180-13-000027.hdr.sgml : 20130710
20130710170248
ACCESSION NUMBER: 0001462180-13-000027
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20130710
DATE AS OF CHANGE: 20130710
GROUP MEMBERS: ANDREW DAKOS
GROUP MEMBERS: BULLDOG INVESTORS
GROUP MEMBERS: BULLDOG INVESTORS, LLC
GROUP MEMBERS: PHILLIP GOLDSTEIN
GROUP MEMBERS: STEVEN SAMUELS
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: AMERICAN STRATEGIC INCOME PORTFOLIO INC III
CENTRAL INDEX KEY: 0000896161
IRS NUMBER: 411739732
STATE OF INCORPORATION: MN
FISCAL YEAR END: 0831
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-52379
FILM NUMBER: 13962349
BUSINESS ADDRESS:
STREET 1: 800 NICOLLET MALL
STREET 2: BC- MN-H04N
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: 612-303-7987
MAIL ADDRESS:
STREET 1: 800 NICOLLET MALL
STREET 2: BC- MN-H04N
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
FORMER COMPANY:
FORMER CONFORMED NAME: AMERICAN STRATEGIC INCOME INC III
DATE OF NAME CHANGE: 19930426
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: Bulldog Investors
CENTRAL INDEX KEY: 0001462180
IRS NUMBER: 000000000
FILING VALUES:
FORM TYPE: SC 13D/A
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/A
1
thirda.txt
SCHEDULE 13D
DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT
7/10/13
1. NAME OF REPORTING PERSON
Bulldog Investors Funds, Bulldog Investors LLC (f/k/a
Brooklyn Capital Management, LLC), Phillip Goldstein,
Andrew Dakos, and Steven Samuels
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
1,153,122
8. SHARED VOTING POWER
1,099,553
9. SOLE DISPOSITIVE POWER
1,153,122
_______________________________________________________
10. SHARED DISPOSITIVE POWER
1,099,553
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
2,252,675
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
10.55%
14. TYPE OF REPORTING PERSON
IA
_______________________________________________________
Item 1. SECURITY AND ISSUER
This statement constitutes Amendment #4 to the schedule 13d
filed february 27, 2012. Except as specifically set forth
herein, the Schedule 13d remains unmodified.
ITEM 4. PURPOSE OF TRANSACTION
Letter sent to Company's Secretary. See attached Exhibit A
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
As per the N-CSR filed on October 30, 2012 there were 21,356,023 shares of
common stock outstanding as of 08/30/2012 The percentages set forth herein
were derived using such number. Phillip Goldstein, Andrew Dakos and Steven
Samuels own Bulldog Investors, LLC, a registered investment adviser. As of
July 10, 2013, Bulldog Investors, LLC is deemed to be the beneficial owner
of 2,252,675 shares of CSP (representing 10.55% of CSP's outstanding
shares) solely by virtue of Bulldog Investors, LLC's power to direct the
vote of, and dispose of, these shares. These 2,252,675 shares of CSP
include 1,153,122 shares (representing 5.40% of CSP's outstanding shares)
that are beneficially owned by the following entities over which Messrs.
Goldstein, Dakos and Samuels exercise control: Opportunity Partners LP,
Calapasas West Partners, LP, Full Value Special Situations Fund, LP, Full
Value Offshore Fund, Ltd., Full Value Partners, LP, and MCM Opportunity
Partners, LP. (collectively, the Bulldog Investors Funds). The Bulldog
Investors Funds may be deemed to constitute a group. All other shares
included in the aforementioned 2,252,675 shares of CSP 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 1,099,553 shares (representing 5.15% of CSP's
outstanding shares).
c) During the last 60 days no shares of CSP were purchased or sold.
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
Agreement to joint file. See exhibit B
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: 07/10/2013
By: /s/ Phillip Goldstein
Name: Phillip Goldstein
By: /S/ Andrew Dakos
Name: Andrew Dakos
By: /S/ Steven Samuels
Name: Steven Samuels
Exhibit A:
Full Value Partners L.P., 250 Pehle Ave, Suite 708, Saddle Brook, NJ 07663
(201) 556-0092 // Fax: (201)556-0097 // pgoldstein@bulldoginvestors.com
June 26, 2013
Richard J. Ertel
Secretary
American Strategic Income Portfolio Inc. III
800 Nicollet Mall
Minneapolis, Minnesota 55402
Dear Mr. Ertel:
Full Value Partners L.P. is the beneficial owner of shares American
Strategic Income Portfolio Inc. III (the "Fund") valued in excess of $2,000
and has held these shares for more than 12 months. We intend to continue to
hold our shares through the next meeting of stockholders.
We hereby submit the following proposal and supporting statement pursuant to
rule 14a-8 of the Securities Exchange Act of 1934 for inclusion in
management's proxy materials for the next meeting of stockholders for which
this proposal is timely submitted.
RESOLVED: It is recommended that shareholders be afforded an opportunity to
realize a price at close to Fund's net asset value for their shares.
SUPPORTING STATEMENT
As of June 26, 2013, the Fund's shares closed at $6.73, a discount of 14.4%
from their net asset value of $7.86 per share. Over the past five years,
the average discount has been greater than 13%. We believe shareholders
should now be afforded an opportunity to realize NAV for their shares.
There are a number of ways to achieve this objective including converting
the Fund to an open-end fund which would allow daily redemptions, or to an
interval fund which would conduct periodic self-tender offers at or close
to NAV.
If you would like to be able to sell your shares at or close to NAV rather
than at a double-digit discount, please vote in favor of this proposal.
Very truly yours,
/S/Phillip Goldstein
Phillip Goldstein
Principal
Exhibt B:
Agreement to Make Joint Filing
Agreement made as of the 10th day of July, 2013, by and among Bulldog
Investors, LLC, Phillip Goldstein, Andrew Dakos, and Steven Samuels.
WHEREAS, Rule 13d-1(k)(1) under the Securities Exchange Act of 1934
provides that whenever two or more persons are required to file a statement
containing the information required by Schedule 13D with respect to the same
securities, only one such statement need be filed, so long as, among other
things, such filing includes as an exhibit an agreement among such persons
that such a statement is filed on behalf of each of them;
WHEREAS, in connection with certain holdings of American Strategic Income
Portfolio Inc. III (CSP), each of the parties to this Agreement is required
to file a statement containing the information required by Schedule 13D with
respect to the same holdings of CSP;
NOW THEREFORE, the parties hereby agree that one statement containing the
information required by Schedule 13D shall be filed on behalf of each party
hereto.
IN WITNESS WHEREOF, this Agreement has been duly executed by the parties
hereto as of the day and year first written above.
By: /s/ Phillip Goldstein By: /s/ Andrew Dakos
Phillip Goldstein Andrew Dakos
BULLDOG INVESTORS, LLC
By: /s/ Steven Samuels By: /s/Andrew Dakos
Steven Samuels Andrew Dakos, Member