Saba Capital Management, L.P. - Schedule 13D/A - Filed by newsfilecorp.com

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934
(Amendment No. 5)*

ABERDEEN TOTAL DYNAMIC DIVIDEND FUND
(Name of Issuer)

Common Shares, no par value
(Title of Class of Securities)

00326L100
(CUSIP Number)

Saba Capital Management, L.P.
405 Lexington Avenue
58th Floor
New York, NY 10174
Attention: Michael D'Angelo
(212) 542-4635
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

October 18, 2018
(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 this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [X]

(Page 1 of 6 Pages)

______________________________
* 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 disclosures provided in a prior cover page.

The information required on 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).



CUSIP No.        00326L100 SCHEDULE 13D/A Page 2 of 6 Pages

1 NAME OF REPORTING PERSON
         Saba Capital Management, L.P.
   
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) [   ]
  (b) [   ]
3 SEC USE ONLY
   
   
4 SOURCE OF FUNDS
         OO (see Item 3)
   
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
   [   ]
   
6 CITIZENSHIP OR PLACE OF ORGANIZATION
         Delaware
   
  7 SOLE VOTING POWER
             -0-
NUMBER OF    
SHARES 8 SHARED 6,048,035 VOTING POWER
BENEFICIALLY          6,048,035
OWNED BY    
EACH 9 SOLE DISPOSITIVE POWER
REPORTING            -0-
PERSON WITH:    
  10 SHARED DISPOSITIVE POWER
             6,048,035
     
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
           6,048,035
   
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 1
   [   ]
   
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
         5.62%1
   
14 TYPE OF REPORTING PERSON
           PN; IA
   

__________________________________________________________
1
The percentages used herein are calculated based upon 107,593,339 shares of common stock outstanding as of 4/30/2018, as disclosed in the company's Certified Shareholder Report Form N-CSRS filed 7/9/2018.



1 NAME OF REPORTING PERSON
           Boaz R. Weinstein
   
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
           (a)  [   ]
           (b)  [   ]
3 SEC USE ONLY
   
   
4 SOURCE OF FUNDS
           OO (see Item 3)
   
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
   [   ]
   
6 CITIZENSHIP OR PLACE OF ORGANIZATION
           United States
   
  7 SOLE VOTING POWER
             -0-
NUMBER OF    
SHARES 8 SHARED VOTING POWER
BENEFICIALLY             6,048,035
OWNED BY    
EACH 9 SOLE DISPOSITIVE POWER
REPORTING            -0-
PERSON WITH:    
  10 SHARED DISPOSITIVE POWER
     
             6,048,035
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
           6,048,035
   
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
   [   ]
   
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
         5.62%1
   
14 TYPE OF REPORTING PERSON
           IN
   

____________________________
1 The percentages used herein are calculated based upon 107,593,339 shares of common stock outstanding as of 4/30/2018, as disclosed in the company's Certified Shareholder Report Form N-CSRS filed 7/9/2018.



Item 1. SECURITY AND ISSUER
   

This Amendment No. 5 amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission on October 13, 2017, as amended by Amendment No. 1 filed on 11/27/17, Amendment No. 2 filed 1/18/18, Amendment No. 3 filed 5/21/18, and Amendment No. 4 filed 8/22/18. With respect to the common stock, no par value per share (the "Common Shares"), of Alpine Total Dynamic Dividend Fund (the "Issuer"). This Amendment No. 5 amends Items 3, and 5 as set forth below.

 

Item 3.

SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

 

Funds for the purchase of the Common Shares were derived from the subscription proceeds from investors in the Saba Entities and the capital appreciation thereon and margin account borrowings made in the ordinary course of business. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time. Since other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Common Shares reported herein. A total of $46,943,662 was paid to acquire the Common Shares reported herein

 

Item 5.

INTEREST IN SECURITIES OF THE ISSUER


(a)

See rows (11) and (13) of the cover pages to this Schedule 13D/A for the aggregate number of Common Shares and percentages of the Common Shares beneficially owned by each of the Reporting Persons. The percentages used herein are calculated based upon 107,593,339 shares of common stock outstanding as of 4/30/2018, as disclosed in the company's Certified Shareholder Report Form N-CSRS filed 7/9/2018.

   
(b)

See rows (7) through (10) of the cover pages to this Schedule 13D/A for the number of Common Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.

   
(c)

The transactions in the Shares effected since the filing of the Schedule 13D/A Amendment 4 by Saba Capital on behalf of the Saba Entities, which were all in the open market, are set forth in Schedule A, and are incorporated herein by reference.

   
(d)

No person other than the Reporting Persons and the Saba Entities is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, such Common Shares.




(e)

Not applicable.

SIGNATURES

                   After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: October 22, 2018

  SABA CAPITAL MANAGEMENT, L.P.
   
  /s/ Michael D'Angelo
  Name: Michael D'Angelo
  Title: Chief Compliance Officer
   
  BOAZ R. WEINSTEIN
   
  /s/ Michael D'Angelo
  Name: Michael D'Angelo
  Title: Attorney-in-fact*

* Pursuant to a power of attorney dated as of November 16, 2015, which is incorporated herein by reference to Exhibit 2 to the Schedule 13G filed by the Reporting Persons on December 28, 2015, accession number: 0001062993-15-006823


Schedule A

            This Schedule sets forth information with respect to each purchase and sale of Shares which were effectuated by a Reporting Person since the Schedule 13D/A filing on 8/22/2018. All transactions were effectuated in the open market through a broker.

Trade Date Buy/Sell    Shares Price
10/19/18 Sell 172,796 8.24
10/18/18 Sell 72,510 8.30
10/16/18 Sell 63,159 8.42
10/11/18 Sell 6,000 8.33
10/10/18 Sell 31,018 8.47
10/09/18 Sell 8,491 8.57
10/04/18 Sell 70,588 8.72
10/03/18 Sell 81,523 8.80
10/02/18 Sell 8,500 8.83
09/27/18 Sell 5,800 8.83
09/25/18 Sell 24,699 8.86
09/21/18 Sell 44,725 8.89
09/19/18 Sell 102,675 8.86
09/18/18 Sell 9,415 8.83
09/17/18 Sell 23,987 8.80
09/14/18 Sell 5,200 8.81
09/12/18 Sell 45,571 8.80
09/11/18 Sell 109,108 8.79
09/10/18 Sell 25,014 8.75
09/07/18 Sell 11,390 8.73
09/06/18 Sell 10,035 8.79
09/05/18 Sell 40,626 8.80
08/29/18 Sell 4,300 8.91
08/27/18 Sell 51,500 8.89
08/24/18 Sell 40,772 8.85
08/23/18 Sell 114,615 8.83
08/22/18 Sell 70,500 8.85