SC 13D/A 1 thirda.txt DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT N/A 1. NAME OF REPORTING PERSON Bulldog Investors, Phillip Goldstein and Andrew Dakos 2. CHECK THE BOX IF MEMBER OF A GROUP a[ ] 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 957,800 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 1,282,167 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 1,282,167 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] 13. PERCENT OF CLASS REPRESENTED BY ROW 11 21.67% ___________________________________________________________ 14. TYPE OF REPORTING PERSON IA The following constitutes Amendment # 1 to the 13d filed on 02/15/2008 by the reporting person. This amendment # 1 amends the schedule 13d as specifically set forth. ITEM 6. is amended as follows: ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Pursuant to a non-disclosure agreement, representatives of the issuer met with representatives of the filing group to discuss potential business combination s or acquisitions by the issuer. After discussion with the issuer, representatives of the filing group executed a statement with the issuer describing the filing group's criteria for evaluating a proposed business combination and, for a business combination that meets our criteria, our intention either to: (i) support the proposed business combination or (ii) accept a bid for some or all of our holdings of the issuers common stock. Dated: 3/26/08 By: /s/ Phillip Goldstein Name: Phillip Goldstein By: /s/ Andrew Dakos Name: Andrew Dakos