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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under (Rule 13d-101) of the Securities Exchange Act of 1934
(Amendment No. 6)
BULL & BEAR U. S. GOVERNMENT SECURITIES FUND, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
12017N105
(CUSIP Number)
George W. Karpus, President
Karpus Management, Inc. d/b/a
Karpus Investment Management
14 Tobey Village Office Park
Pittsford, New York 14534
(716) 586-4680
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
April 9, 1998
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of the Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check
the following box. [ ]
(page 1 of 8 Pages)
(continued on following pages)
( 1 Exhibit Attached)
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SCHEDULE 13D
CUSIP NO. 12017N105 Page 1 of 8 Pages
1 NAME OF REPORTING PERSON
S.S OR I.R.S IDENTIFICATION NO. OF ABOVE PERSONS
KARPUS MANAGEMENT, INC. d/b/a KARPUS INVESTMENT MANAGEMENT
IDENTIFICATION NO.: 16-1290558
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
7 SOLE VOTING POWER
115,850 Shares
NUMBER OF SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 115,850 Shares
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
115,850 Shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.82%
14 TYPE OF REPORTING PERSON*
IA
2 of 7
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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ITEM 1 Security and Issuer
Common Stock
Bull & Bear U.S. Government Securities Fund, Inc. ("BBG")
11 Hangover Square
New York, New York 10005
ITEM 2 Identity and Background
a) Karpus Management, Inc. d/b/a Karpus Investment Management
("KIM")
George W. Karpus, President, Director, & controlling
stockholder
JoAnn VanDegriff, Vice President and Director
Sophie Karpus, Director
b) 14 Tobey Village Office Park
Pittsford, New York 14534
c) Principal business and occupation - Investment
Management for individuals, pension and profit
sharing plans, corporations, endowments, trusts
and others, specializing in conservative asset
management (i.e., fixed income investments).
d) None of George W. Karpus, JoAnn VanDegriff or
Sophie Karpus ( the "Principals") or KIM has been
convicted in the past 5 years of any criminal
proceeding (excluding traffic violations).
e) During the last five years none of the principals or
KIM has been a party to a civil proceeding as a result
of which any of them is subject to a judgment, decree
or final order enjoining future violations of or
prohibiting or mandating activities subject to,
federal or state securities laws or finding any
violation with respect to such laws.
f) Each of the Principals is a United States
citizen. KIM is a New York State corporation.
ITEM 3 Source and Amount of Funds or Other Considerations.
KIM, an independent investment advisor, has accumulated shares
of BBG on behalf of accounts that are managed by KIM (the
"Accounts") under limited powers of attorney. All funds that
have been utilized in making such purchases are from such
Accounts.
ITEM 4 Purpose of Transaction
The management of BBG has continuously stalled and evaded
attempts by KIM to obtain a current list of shareholders. As a
shareholder of over 5% of the outstanding shares and having
held theses shares in excess of a six month period, KIM is
entitled to inspect and copy BBG's stock ledger under Maryland
General Corporation Law Section 2-1513 (a) (1). On February
19, 1998 KIM filed an action in the Circuit Court of Baltimore
City to compel production of such list.
Also on February 19, 1998, BBG filed an action against KIM in
the United States District Court, Southern District, alleging
certain violations of the Securities Exchange Act of 1934, as
amended,
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and requesting a declaratory judgment that KIM is not entitled
to the shareholder list. KIM has made a motion to dismiss this
action and continues to assert its rights under Maryland law.
KIM intends to explore all available alternatives to assert
its rights as a shareholder of BBG and to cause management of
BBG to act in the interests of BBG's shareholders.
KIM has also requested an accounting of the costs of mailing
of proxy materials from BBG in anticipation that BBG had
overcharged KIM in this process. Once again, despite repeated
attempts , BBG has not furnished or allowed access to records
to which KIM is legally entitled.
On April 2, 1998 KIM issued a formal proposal to be included
in any and all proxy materials that will be distributed by the
Fund. This proposal nominates Donald R. Chambers Ph.D. as the
KIM candidate for the Board of Directors to be elected at the
annual meeting. (Reefer to attached Exhibit 1 )
KIM reserves the right to further acquire or dispose of Shares
for its Accounts. KIM will from time to time purchase or sell
shares depending on the needs of the Accounts. Liquidity
needs, additions to Accounts, or realignment of risk level are
all factors to be considered in transactions of Shares.
None of the Principals presently intends to acquire Shares
directly.
ITEM 5 Interest in Securities of the Issuer
a) As of the date of this Report, KIM owns 115,850
Shares which represents 15.82% of the outstanding
Shares. None of the Principals owns any other
Shares.
b) KIM has the sole power to dispose of and to vote
all of such Shares under limited powers of
attorney.
c) Open market purchases and sales since November 25,
1997 for the Accounts
Price Per Price Per
Date Shares Share Date Shares Share
11/25/97 -850 12.875 12/18/97 -3,400 12.8125
11/25/97 -12,500 13 12/19/97 -2,900 12.875
11/26/97 -3250 12.75 12/22/97 -4,000 13
12/3/97 500 12.875 12/31/97 500 12.75
12/4/97 200 12.875 12/31/97 -200 13
12/8/97 -1,000 13 1/5/98 1,600 12.9375
12/9/97 2,500 12.8125 1/7/98 -3,000 13.25
12/9/97 2,800 12.75 2/4/98 1,500 13.625
12/12/97 -1,000 13 2/5/98 1,900 13.5
12/16/97 -500 13.125 2/6/98 300 13.625
12/17/97 2,000 13.1875 2/9/98 200 13.625
12/17/97 -4,550 13.1875 2/10/98 500 13.625
4/1/98 1,300 13.3125
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The open market purchase of 4/1/98 was entered on
December 16, 1997 and executed at a price of $13.3125.
1.)There have been no dispositions and no acquisitions,
other than by such open market purchases, during such
period.
2.)The Accounts have the right to receive all
dividends from, and any proceeds from the sale of the
Shares. None of the Accounts has an interest in Shares
constituting more than 5% of the Shares outstanding.
ITEM 6 Contracts, Arrangements, Understandings, or Relationships with
Respect to Securities of the Issuer.
Except as described above, there are no contracts,
arrangements understandings or relationships of any kind among
the Principals and KIM and between any of them and any other
person with respect to any of BBG securities.
ITEM 7 Materials to be Filed as Exhibits
Yes, 1 exhibit attached
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.
Karpus Management, Inc.
April 9, 1998 By: /s/ George W. Karpus Pres
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Date Signature
George W. Karpus, President
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Name / Title
Exhibit 1
April 2, 1998
Mr. Thomas B. Winmill, Co-President
Bull & Bear U.S. Government Securities Fund, Inc.
11 Hanover Square
New York, New York 10005
Re: Proposal for Bull & Bear U.S. Government Securities Fund, Inc.
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Dear Mr. Winmill:
Karpus Management, Inc. d/b/a Karpus Investment Management (KIM), is the
beneficial owner of 21,000 shares of the Bull & Bear U.S. Government Securities
Fund, Inc. (the Fund). We have been the beneficial owner of the shares valued of
more than $1,000 for more than one year and expect to continue ownership through
the date of the Fund's next annual meeting. KIM's first purchase of shares began
on December 3, 1996. All such purchases have been made in the open market.
Pursuant to Rule 14a-8 of the Securities Exchange Act of 1934, we (KIM) are
hereby submitting the following proposal and supporting statement for inclusion
in proxy material at the next meeting of shareholders.
PROPOSAL
Karpus Investment Management (KIM) nominates Donald R. Chambers, Ph.D.
in Finance, as its candidate-elect to the Board of Directors.
SUPPORTING STATEMENT
KIM is proposing the election of Donald R. Chambers, Ph.D. because
shareholders of Fund are entitled to an independent Director without the
inherent conflicts of interests plaguing many of the present Board members.
Poor performance and outrageous expenses can not longer be tolerated.
The questions many are asking:
a. Why are they receiving such sub-par investment results?
b. Why, for the six month period ending December 31, 1997, were the
expenses $245,504 as compared to $239,566 for the FULL fiscal year
ending June 30, 1997?
The six month expenses ending December 31, 1997 represents 3.39% of the
net asset value of the Fund. Furthermore, more than 50% of the interest income
for this time period was dedicated to costs.
Dr. Chambers, as a member of the Board, will effectively monitor the
expenses within the Fund and initiate the necessary steps to reduce operating
costs.
According to Dow Jones News Service, Lipper Analytic Services, Inc. has
identified BBG as one of the worst performing bond funds in its investment
category in 1997. Since BBG was converted to a closed end investment company
effective October 4, 1996, its price has fallen form $14 3/4 to $13 1/2 on April
1, 1998. This decline of 8.05% during a strong bull market supports our belief
that converting BBG to a closed
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end investment company has hurt the stockholders of BBG. The annualized
return for this time period was -5.52%. If a shareholder had reinvested
dividends in the Fund they would have received a annualized return of 1.29% for
the time period.
In further analyzing the Fund, the net asset value has continued to
erode during in the first quarter of 1998 with a total return for the quarter of
0.60%. The Lehman Aggregate Index (an appropriate benchmark to measure
performance), meanwhile, had a total return of 1.56%. This comparison is a clear
indication of the Fund's poor performance.
KIM believes that this inferior return should no longer be acceptable
to shareholders. Since management has refused to address the poor performance,
KIM recommends changes to benefit the shareholders
KIM contends that management of the Fund has consistently made poor
decisions on behalf of shareholders and that change of direction is necessary to
set the Fund back on a proper investment course.
KIM believes that Donald R. Chambers, Ph.D. will provide the insight
and unbiased professionalism that will benefit shareholders by taking viable
steps to manage the discount at which the Fund has historically traded. The
nomination of Donald R. Chambers will assure independent and knowledgeable
representation with the best interests of the shareholders as his primary
concern.
A vote for Donald R. Chambers, Ph.D., the KIM candidate, will be a vote for
representing shareholder interest.
END OF PROPOSAL
The following biography of Donald R. Chambers should also be included in all
proxy materials.
Donald R. Chambers, Ph.D., Finance
DONALD R. CHAMBERS, Ph.D. in Finance, 42, has been the Walter E.
Hanson/KPMG Peat Marwick Professor of Finance, Department of Economics and
Business at Lafayette College, Easton, Pennsylvania, for the past five years.
His Ph.D. is from the University of North Carolina at Chapel Hill, North
Carolina.
A senior portfolio strategist and consultant, Dr. Chambers serves as a
consultant to the industry and government, having advised the Consumers
Advocate's Office of the Commonwealth of Pennsylvania, AT&T, Allstate, Bank of
New York, Chase Manhattan Bank and other major corporations.
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Among his publishing credits are The Journal of Financial Economics,
The Journal of Cash Management, The Journal of Finance, The Journal of Futures
Markets, The Journal of Financial and Quantitative Analysis and Financial
Management. He is the author of the corporate finance textbook with Harper
Collins entitled Modern Corporate Finance, Theory and Practice.
Dr. Chambers' address is 3325 Abbey Court, Bethlehem, Pennsylvania
18017
This notice serves as our official proposal which should be included in any
filings that Bull & Bear U.S. Government Securities Fund, Inc. submits to the
Securities and Exchange Commission, along with being included in any proxy
materials.
Sincerely,
/s/ George W. Karpus
George W. Karpus
President
cc: James Curtis, S.E.C. Division of Enforcement
Thomas Price, AMEX Corporate Relations
