SCHEDULE 13D/A
DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT
10/31/16
1. NAME OF REPORTING PERSON
Bulldog Investors, LLC
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
DE
___________________________________________________________
7. SOLE VOTING POWER
816,234
8. SHARED VOTING POWER
919,239
9. SOLE DISPOSITIVE POWER
816,234
_______________________________________________________
10. SHARED DISPOSITIVE POWER
919,239
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
1,735,473 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
6.18%
14. TYPE OF REPORTING PERSON
IA
___________________________________________________________
1. NAME OF REPORTING PERSON
Phillip Goldstein
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
816,234
8. SHARED VOTING POWER
919,239
9. SOLE DISPOSITIVE POWER
816,234
_______________________________________________________
10. SHARED DISPOSITIVE POWER
919,239
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
1,735,473 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
6.18%
14. TYPE OF REPORTING PERSON
IN
___________________________________________________________
1. NAME OF REPORTING PERSON
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
816,234
8. SHARED VOTING POWER
919,239
9. SOLE DISPOSITIVE POWER
816,234
_______________________________________________________
10. SHARED DISPOSITIVE POWER
919,239
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
1,735,473 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
6.18%
14. TYPE OF REPORTING PERSON
IN
___________________________________________________________
1. NAME OF REPORTING PERSON
Steven Samuels
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
816,234
8. SHARED VOTING POWER
919,239
9. SOLE DISPOSITIVE POWER
816,234
_______________________________________________________
10. SHARED DISPOSITIVE POWER
919,239
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
1,735,473 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
6.18%
14. TYPE OF REPORTING PERSON
IN
_______________________________________________________
Item 1. SECURITY AND ISSUER
This statement constitutes Amendment #2 to the schedule 13d
filed September 23, 2016. Except as specifically set forth
herein, the Schedule 13d remains unmodified.
ITEM 4. PURPOSE OF TRANSACTION
See exhibit A - Letter to Company Secretary
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As per the N-CSRS filed on 9/2/16, there were 28,081,712 shares of
common stock outstanding as of 6/30/16. The percentages set forth
herein were derived using such number. Phillip Goldstein, Andrew Dakos and
Steven Samuels own Bulldog Investors, LLC, a registered investment advisor.
As of October 31, 2016, Bulldog Investors, LLC is deemed to be the beneficial
owner of 1,735,473 shares of SWZ (representing 6.18% of SWZ's outstanding
shares) solely by virtue of Bulldog Investors LLC's power to direct the vote
of, and dispose of, these shares. These 1,735,473 shares of SWZ include 816,234
shares (representing 2.91% of SWZ's outstanding shares) that are beneficially
owned by: Mr. Goldstein and the following entities over which Messrs.
Goldstein, Dakos and Mr. 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,
Opportunity Income Plus, LP (collectively,"Bulldog Investors Group of Funds").
Bulldog Investors Group of Funds and Mr. Goldstein may be deemed to constitute
a group. All other shares included in the aforementioned 1,735,473 shares of SWZ
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 919,239 shares (representing 3.27% of SWZ's
outstanding shares).
(b) Bulldog Investors, LLC has sole power to dispose of and vote 816,234 shares.
Bulldog Investors, LLC has shared power to dispose of and vote 919,239 shares.
Certain of Bulldog Investors, LLC's clients (none of whom beneficially own more
than 5% of SWZ's shares) share this power with Bulldog Investors, LLC. Messrs.
Goldstein, Dakos and Samuels are control persons of Bulldog Investors, LLC.
c) Since the last filing on 10/25/16 the following shares of SWZ were bought:
Date Shares Price
10/25/16 9,941 10.3445
10/26/16 700 10.3000
d) Clients of Bulldog Investors, LLC 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.
N/A
ITEM 7. MATERIAL TO BE FILED AS EXHIBITSExhibit 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: 11/1/2016
By: /S/ Phillip Goldstein
Name: Phillip Goldstein
By: /S/ Andrew Dakos
Name: Andrew Dakos
By: /S/ Steven Samuels
Name: Steven Samuels
Bulldog Investors, LLC
By: /s/ Andrew Dakos
Andrew Dakos, Member
Footnote 1: The reporting persons disclaim beneficial ownership except
to the extent of any pecuniary interest therein.
Exhibit A:
Bulldog Investors, LLC, 250 Pehle Ave., Suite 708, Saddle Brook, NJ 07663
201-881-7100 // pgoldstein@bulldoginvestors.com
October 31, 2016
The Swiss Helvetia Fund, Inc.
875 Third Avenue, 22nd Floor
New York, New York 10022,
Attention: Abby L. Ingber, Secretary
Dear Ms. Ingber:
On September 23, 2016, we sent a letter to the Board in which we urged
it to take a pro-active approach to eliminating the Fund's discount. Since we
did not receive a timely response, we determined to solicit a handful of
stockholders to request a special meeting of stockholders to vote on the
following proposals:
1. To amend the Fund's bylaws to declassify the Board of Directors so
that each director shall be elected annually.
2. To authorize a self-tender offer for all outstanding shares of the
Fund at or close to net asset value. If more than 50% of the Fund's
outstanding shares are submitted for tender, the tender offer should
be cancelled and the Board should take the steps necessary to convert
the Fund into an ETF or an open-end mutual fund or to liquidate it.
Enclosed are requests from stockholders (or investment advisors for
stockholders with the power to direct the vote of their shares) owning a total
of 7,132,143 shares as of October 21, 2016 or 25.4% of the Fund's 28,081,712
shares outstanding as of June 21, 2016.
Pursuant to Section 2 of Article I of the Fund, bylaws, we request that
no later than November 11, 2016, you schedule a special meeting of stockholders
at which they can vote on the aforementioned proposals. Please feel free to
contact me if you would like to discuss this matter.
Sincerely yours,
/S/Phillip Goldstein
Phillip Goldstein
Member
Bulldog Investors LLC
General Partner