-----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, Jk58co0Zd5oyVXbqgLjyG0O/rJg2GPbD6mXbwJLahbk76sF7/PmdhkEjlwEaMrJD JK7HEoXMoka0ZO/qNsZIeA== 0001356223-09-000014.txt : 20090210 0001356223-09-000014.hdr.sgml : 20090210 20090210110221 ACCESSION NUMBER: 0001356223-09-000014 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090210 DATE AS OF CHANGE: 20090210 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ELLSWORTH FUND LTD CENTRAL INDEX KEY: 0000793040 IRS NUMBER: 133345139 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83822 FILM NUMBER: 09583945 BUSINESS ADDRESS: STREET 1: 65 MADISON AVENUE STREET 2: SUITE 550 CITY: MORRISTOWN STATE: NJ ZIP: 07960 BUSINESS PHONE: (973) 631-1177 MAIL ADDRESS: STREET 1: 65 MADISON AVE STREET 2: SUITE 550 CITY: MORRISTOWN STATE: NJ ZIP: 07960 FORMER COMPANY: FORMER CONFORMED NAME: ELLSWORTH CONVERTIBLE GROWTH & INCOME FUND INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Relative Value Partners, LLC CENTRAL INDEX KEY: 0001356223 IRS NUMBER: 201026469 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1033 SKOKIE BOULEVARD STREET 2: SUITE 150 CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: (847) 513-6300 MAIL ADDRESS: STREET 1: 1033 SKOKIE BOULEVARD STREET 2: SUITE 150 CITY: NORTHBROOK STATE: IL ZIP: 60062 SC 13G/A 1 sc13gaecf123108.txt OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response..10.4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ELLSWORTH FUND LTD. - -------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK - -------------------------------------------------------------------------------- (Title of Class of Securities) 289074106 - -------------------------------------------------------------------------------- (CUSIP Number) DECEMBER 31, 2008 - -------------------------------------------------------------------------------- (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) *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 the disclosures provided in a prior cover page. The information required in 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). - ------------------------------------------------------------------------------- NAME OF REPORTING PERSONS 1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) RELATIVE VALUE PARTNERS, LLC TIN 20-1026469 - -------------------------------------------------------------------------------- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) 2 (a) |_| (b) |X| REPORTING PERSON IS AN INVESTMENT ADVISER WHICH HAS DISCRETIONARY AUTHORITY OVER ACCOUNTS WHICH BENEFICIALLY AND COLLECTIVELY OWN FIVE PERCENT OF THE ISSUER. - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 4 ILLINOIS - -------------------------------------------------------------------------------- 5 SOLE VOTING POWER 1,445,239 NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY NOT APPLICABLE EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 1,445,239 8 SHARED DISPOSITIVE POWER NOT APPLICABLE - -------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,445,239 - -------------------------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) |_| NOT APPLICABLE - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 10.99 PERCENT - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (See Instructions) IA - -------------------------------------------------------------------------------- Item 1. (a) Name of Issuer ELLSWORTH FUND LTD. (b) Address of Issuer's Principal Executive Offices 65 MADISON AVENUE, SUITE 550, MORRISTOWN, NJ 07960 Item 2. (a) Name of Person Filing RELATIVE VALUE PARTNERS, LLC (b) Address of Principal Business Office or, if none, Residence 1033 SKOKIE BLVD., SUITE 470, NORTHBROOK, IL 60062 (c) Citizenship ILLINOIS (d) Title of Class of Securities COMMON STOCK (e) CUSIP Number 289074106 Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) |_| Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) |_| Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) |_| Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) |_| Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) |X| An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E); (f) |_| An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F); (g) |_| A parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G); (h) |_| A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) |_| A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) |_| Group, in accordance with ss.240.13d-1(b)(1)(ii)(J). Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 1,445,239 (b) Percent of class: 10.99 PERCENT (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 1,445,239 (ii) Shared power to vote or to direct the vote: N/A (iii) Sole power to dispose or to direct the disposition of: 1,445,239 (iv) Shared power to dispose or to direct the disposition of: N/A 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 . NOT APPLICABLE Item 6. Ownership of More than Five Percent on Behalf of Another Person. If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. NOT APPLICABLE Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G),so indicate under Item 3(g) and attach an exhibit stating theidentity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. NOT APPLICABLE Item 8. Identification and Classification of Member of the Group. If a group has filed this schedule pursuant to ss.240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to ss.240.13d-1(c) or ss.240.13d-1(d), attach an exhibit stating the identity of each member of the group. NOT APPLICABLE Item 9. Notice of Dissolution of Group. Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the securityreported on will be filed, if required,by members of the group, in their individual capacity. See Item 5. NOT APPLICABLE Item 10. Certification. (a) The following certification shall be included if the statement is filed pursuant to ss.240.13d-1(b): 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. JANUARY 30, 2009 ----------------------------------------- Date /s/ ROBERT HUFFMAN ----------------------------------------- Signature ROBERT HUFFMAN, MANAGING MEMBER ----------------------------------------- Name/Title -----END PRIVACY-ENHANCED MESSAGE-----