<SEC-DOCUMENT>0001504304-16-000184.txt : 20160607
<SEC-HEADER>0001504304-16-000184.hdr.sgml : 20160607
<ACCEPTANCE-DATETIME>20160607132313
ACCESSION NUMBER:		0001504304-16-000184
CONFORMED SUBMISSION TYPE:	SC 13G
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20160607
DATE AS OF CHANGE:		20160607
GROUP MEMBERS:		ANDREW DAKOS
GROUP MEMBERS:		BULLDOG INVESTORS GROUP OF FUNDS
GROUP MEMBERS:		BULLDOG INVESTORS, LLC
GROUP MEMBERS:		PHILLIP GOLDSTEIN
GROUP MEMBERS:		STEVEN SAMUELS

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			PACHOLDER HIGH YIELD FUND INC
		CENTRAL INDEX KEY:			0000837951
		IRS NUMBER:				311251983
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-39893
		FILM NUMBER:		161700724

	BUSINESS ADDRESS:	
		STREET 1:		270 PARK AVENUE
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10017
		BUSINESS PHONE:		8002179502

	MAIL ADDRESS:	
		STREET 1:		270 PARK AVENUE
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10017

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PACHOLDER FUND INC
		DATE OF NAME CHANGE:	19931130

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	USF&G PACHOLDER FUND INC /OH/
		DATE OF NAME CHANGE:	19920703

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Bulldog Investors, LLC
		CENTRAL INDEX KEY:			0001504304
		IRS NUMBER:				270926182
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G

	BUSINESS ADDRESS:	
		STREET 1:		PARK 80 WEST - PLAZA TWO
		STREET 2:		250 PEHLE AVE. SUITE 708
		CITY:			SADDLE BROOK
		STATE:			NJ
		ZIP:			07663
		BUSINESS PHONE:		201 556-0092

	MAIL ADDRESS:	
		STREET 1:		PARK 80 WEST - PLAZA TWO
		STREET 2:		250 PEHLE AVE. SUITE 708
		CITY:			SADDLE BROOK
		STATE:			NJ
		ZIP:			07663

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Brooklyn Capital Management LLC
		DATE OF NAME CHANGE:	20101026
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G
<SEQUENCE>1
<FILENAME>thirteeng.txt
<TEXT>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934

Pacholder High Yield Fund
(Name of Issuer)

Common Stock
(Title of Class of Securities)

693742108
(CUSIP Number)

06/16/16
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
_X_	 Rule 13d-1(b)

__	 Rule 13d-1(c)

__	 Rule 13d-1(d)


CUSIP No.:  693742108

1. Names of Reporting Persons. I.R.S. Identification Nos. of
above persons (entities only).
Bulldog Investors LLC,

2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)
(b)

3. SEC Use Only

4. Citizenship or Place of Organization
Delaware

Number of Shares Beneficially Owned by Each reporting Person
With:
5. Sole Voting Power
815,787
6. Shared Voting Power
696,406
7. Sole Dispositive Power
815,787
8. Shared Dispositive Power
696,406

9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,512,193 - (footnote 1)


10. Check if the Aggregate Amount in Row ( 9 ) Excludes Certain
Shares (See Instructions)
N/A

11. Percent of Class Represented by Amount in Row ( 9 )
11.64%

12. Type of Reporting Person (See Instructions)
IA

1. Names of Reporting Persons. I.R.S. Identification Nos. of
above persons (entities only).
Bulldog Investors Group of Funds

2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)  X
(b)

3. SEC Use Only

4. Citizenship or Place of Organization
Delaware

Number of Shares Beneficially Owned by Each reporting Person
With:
5. Sole Voting Power
815,787
6. Shared Voting Power
0
7. Sole Dispositive Power
815,787
8. Shared Dispositive Power
0

9. Aggregate Amount Beneficially Owned by Each Reporting Person
815,787 - (footnote 1)


10. Check if the Aggregate Amount in Row ( 9 ) Excludes Certain
Shares (See Instructions)
N/A

11. Percent of Class Represented by Amount in Row ( 9 )
6.28%

12. Type of Reporting Person (See Instructions)
IC

1. Names of Reporting Persons. I.R.S. Identification Nos. of
above persons (entities only).
Phillip Goldstein


2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) X
(b)

3. SEC Use Only

4. Citizenship or Place of Organization
USA

Number of Shares Beneficially Owned by Each reporting Person
With:
5. Sole Voting Power
815,787
6. Shared Voting Power
696,406
7. Sole Dispositive Power
815,787
8. Shared Dispositive Power
696,406

9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,512,193 - (footnote 1)


10. Check if the Aggregate Amount in Row ( 9 ) Excludes Certain
Shares (See Instructions)
N/A

11. Percent of Class Represented by Amount in Row ( 9 )
11.64%

12. Type of Reporting Person (See Instructions)
IN

1. Names of Reporting Persons. I.R.S. Identification Nos. of
above persons (entities only).
Andrew Dakos

2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)
(b)

3. SEC Use Only

4. Citizenship or Place of Organization
USA

Number of Shares Beneficially Owned by Each reporting Person
With:
5. Sole Voting Power
815,787
6. Shared Voting Power
696,406
7. Sole Dispositive Power
815,787
8. Shared Dispositive Power
696,406

9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,512,193 - (footnote 1)


10. Check if the Aggregate Amount in Row ( 9 ) Excludes Certain
Shares (See Instructions)
N/A

11. Percent of Class Represented by Amount in Row ( 9 )
11.64%

12. Type of Reporting Person (See Instructions)
IN

1. Names of Reporting Persons. I.R.S. Identification Nos. of
above persons (entities only).
Steven Samuels

2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)
(b)

3. SEC Use Only

4. Citizenship or Place of Organization
USA

Number of Shares Beneficially Owned by Each reporting Person
With:
5. Sole Voting Power
815,787
6. Shared Voting Power
696,406
7. Sole Dispositive Power
815,787
8. Shared Dispositive Power
696,406

9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,512,193 - (footnote 1)


10. Check if the Aggregate Amount in Row ( 9 ) Excludes Certain
Shares (See Instructions)
N/A

11. Percent of Class Represented by Amount in Row ( 9 )
11.64%

12. Type of Reporting Person (See Instructions)
IN

Item 1.
(a) The Name of the Issuer is:
Pacholder High Yield Fund

(b) The Address of the Issuer's Principal Executive Office is:
270 PARK AVENUE
NEW YORK NY 10017


Item 2.
(a) The names of the Persons Filing are:
Bulldog Investors LLC, Bulldog Investors group of Funds, Phillip
Goldstein, Andrew Dakos and Steven Samuels

(b) The address of  principal place of business and
principal office is:
Park 80 West, 250 Pehle Ave. Suite 708
Saddle Brook, NJ 07663

(c) Citizenship or Place of Organization: Delaware


(d) Title of Class of Securities: Common Stock

(e) CUSIP Number:  693742108

Item 3.
This statement is filed pursuant to 240.13d-1(b). The person filing is:
(e) An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E).


Item 4.
(a) Amount beneficially owned: 1,512,193
(b) Percent of class: 11.64%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 815,787
(ii) Shared power to vote or to direct the vote: 696,406
(iii) Sole power to dispose or to direct the disposition
of: 815,787
(iv) Shared power to dispose or to direct the disposition
of: 696,406

Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following: ____.

Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Clients of Bulldog Investors, LLC are entitled to receive dividends
and sales proceeds.

Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security being Reported on by the Parent
Holding Company.
Not applicable.

Item 8. Identification and Classification of Members of the
Group.
As per the N-CSR filing on 3/4/16, there were 12,996,610 shares
of common stock outstanding as of 12/31/15. 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 June 6, 2016, Bulldog Investors, LLC
is deemed to be the beneficial owner of 1,512,193 shares of PHF by
virtue of Bulldog Investors, LLC's power to direct the vote of, and
dispose of, these shares. These 1,512,1934 shares of PHF include
815,787 shares (representing 6.28% of PHF's outstanding shares)
that are beneficially owned by Mr. Goldstein and 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, Opportunity Income Plus Fund LP, and MCM
Opportunity Partners LP (collectively, Bulldog Investors Group of
Funds). Bulldog Investors Group of Funds may be deemed to constitute
a group. All other shares included in the aforementioned 1,512,193
shares of PHF 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 696,406 shares (representing 5.36% of PHF's outstanding shares).


Item 9. Notice of Dissolution of Group.
Not applicable.

Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are
held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.

SIGNATURE
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.


By:  	/s/
Name:  	Phillip Goldstein
Title:  Principal, Bulldog Investors LLC
Date:  	June 7, 2016
By:  	/s/
Name:  	Andrew Dakos
Title: 	Principal, Bulldog Investors LLC
Date:   June 7, 2016

By:  	/s/
Name:  	Steven Samuels
Title: 	Principal, Bulldog Investors LLC
Date:   June 7, 2016

Bulldog Investors, LLC
By: /s/ Andrew Dakos
Andrew Dakos, Member
Date:   June 7, 2016

Footnote 1: The reporting persons disclaim beneficial ownership
	    except to the extent of any pecuniary interest therein.

Exhibit A: Agreement to make joint filings.

Agreement made as of the 7th day of  June 2016, 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 13G 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 Pacholder High Yield Fund
("PHF"), each of the parties to this Agreement is required to file a
statement containing the information required by Schedule 13G with respect
to the same holdings of PHF;

NOW THEREFORE, the parties hereby agree that one statement containing the
information required by Schedule 13G 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

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>