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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities and Exchange Act of 1934
(Amendment No. 3)
American Opportunity Income Fund, Inc.
(OIF)
(Name of Issuer)
Common Stock
(Title of Class of Securities)
028727105
(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)
May 6, 1998
(Date of Event which Requires Filing of this Statement)
If the person has previously filed a statement on Schedule 13G to report the
acquisition which is the subject of this Schedule 13D, and
is filing this schedule because of
Rule 13d-1 (b) (3) or (4), check
the following box. [x]
(Page 1 of 5 pages)
There are no exhibits.
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SCHEDULE 13D
CUSIP No. 028727105 Page 2 of 5 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Karpus Management, Inc. d/b/a Karpus Investment Management
ID# 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
1,188,115 shares
Number of Shares
8 Shared Voting Power
Beneficially
Owned by Each
9 Sole Dispositive Power
Reporting Person 1,188,115 shares
With 10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting Person
1,188,115 shares
12 Check Box if the Aggregate Amount in Row (11)
Excludes Certain Shares* / /
13 Percent of Class Represented by Amount in Row (11)
6.99%
14 Type of Reporting Person*
IA
*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. 2 of 7
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ITEM 1 Security and Issuer
Common Stock
American Opportunity Income Fund, Inc.
Piper Capital Management, Inc.
222 South Ninth Street
Minneapolis, Minnesota 55402-3804
ITEM 2 Identity and Background
a) Karpus Management, Inc. d/b/a Karpus Investment Management
("KIM")
George W. Karpus, President , Director and 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, trust 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 non 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 Corporation.
ITEM 3 Source and Amount of Funds or Other Considerations
KIM, an independent investment advisor, has accumulated
shares of OIF 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.
KIM has purchased Shares for investment purposes. Being primarily a
fixed income manager, with a specialty focus in the closed end fund
sector, the profile of OIF fit the investment guidelines for various
Accounts. Shares have been acquired since February 1, 1996. KIM
intends to influence management and the Board of Directors to
represent shareholder interest and to take steps to close the
discount to net asset at which the fund currently trades which may
include a proposal at the next shareholder meeting. Initially KIM
submitted a formal proposal to management to add to the proxy a vote
on appointing KIM as the investment advisor. Subsequently KIM had
made a proposal to open-end the fund to management. On March 6, 1998
KIM formally announced that
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it was withdrawing any proposal regarding the fund and would no
longer be seeking a shareholder list. KIM's proposal came on the
heels of Piper Capital's announcement on February 19, 1998 that it
"intends to recommend to the board of directors that several of the
funds be converted to an open-end format". In a letter dated February
25, 1998 to Karpus, the Piper Capital Management's general counsel
and senior vice president affirmed her firms position and added that
management does no intend to recommend that a redemption fee be
imposed in connection with the proposed open ending of the fund.
Karpus hailed the decision by Piper Capital Management as a
significant breakthrough for the benefit of the shareholders. He
praised the responsiveness of the Piper Capital Management team for
its willingness to communicate freely regarding these matters. A
shareholder vote regarding open ending of the fund is expected at the
annual meeting in late July or early August.
ITEM 5 Interest in Securities of the Issuer
a) As of the date of this Report, KIM owns 1,188,115 Shares which
represents 6.99% of the outstanding Shares. None of the Principals
owns any other Shares except for Karpus Investment Management Profit
Sharing Plan which purchased 1,000 shares on December 10, 1997 at a
price of $6.125 per share.
b) KIM has the sole power to dispose of and to vote all of such
Shares under limited powers of attorney.
c) There have been no dispositions and no acquisitions, other than
by such open market purchases, during such period.
Price Per Price Per
Date Shares Share Date Shares Share
3/4/98 40,000 6.4375 3/17/98 8,500 6.4375
3/5/98 100 6.4375 3/18/98 12,990 6.4375
3/6/98 4,100 6.4375 3/19/98 7,700 6.4375
3/9/98 109,100 6.4375 3/20/98 3,672 6.4375
3/10/98 14,700 6.4375 4/8/98 19,160 6.50
3/11/98 8,700 6.4375 4/9/98 4,600 6.50
3/12/98 18,700 6.4375 4/13/98 14,506 6.50
3/13/98 18,200 6.4375 4/14/98 7,700 6.50
3/16/98 9,900 6.4375 4/15/98 6,573 6.50
4/16/98 7,800 6.50
4/16/98 700 6.4375
4/27/98 63,972 6.4375
The Accounts have the right to receive all dividends from, 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.
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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 OIF securities.
ITEM 7 Materials to be Filed as Exhibits
Not applicable.
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.
May 6, 1998 By: /s/ George W. Karpus
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Date Signature
George W. Karpus, President
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Name/ Title
