SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-A

 

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

 

BANCROFT FUND LTD.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   04-2476994
(State of Incorporation or Organization)   (I.R.S. Employer Identification No.)

 

One Corporate Center
Rye, New York 		  10580-1422
(Address of principal executive offices)   (zip code)

Securities to be registered pursuant to Section 12(b) of the Act:

 

Title of each class
to be so registered

 

Name of each exchange on which
each class is to be registered

5.375% Series A Cumulative Preferred Shares

(Liquidation Preference $25.00 per share)

  NYSE MKT

 

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box.   x

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box.   ¨

Securities Act registration statement file number to which this form relates: 333-207415

Securities to be registered pursuant to Section 12(g) of the Act: None

 

 

 

Item 1. Description of Registrant’s Securities to be Registered

The sections captioned “Summary of the Terms of the Series A Preferred Shares,” “Description of the Series A Preferred Shares” and “Special Characteristics and Risks of the Series A Preferred Shares” in the Registrant’s Prospectus Supplement that was filed pursuant to Rule 497 under the Securities Act of 1933 (File No. 333-211322) on August 5, 2016, is incorporated herein by reference.

 

Item 2. Exhibits

 

(1) Amended and Restated Agreement and Declaration of Trust of Registrant (1)

 

(2) Amended and Restated By-Laws of Registrant (2)

 

(3) Statement of Preferences for 5.375% Series A Cumulative Preferred Shares (3)

 

 

(1) Incorporated by reference to the Registrant’s Semi-Annual Report for Management Companies on Form NSAR filed with the Commission on June 30, 2006.
(2) Incorporated by reference to the Registrant’s Registration Statement on Form N-2, File Nos. 333-211322 and 811-02151, as filed with the Commission on May 12, 2016.
(3) Incorporated by reference to Post-Effective Amendment No. 1 the Registrant’s Registration Statement on Form N-2, File Nos. 333-211322 and 811-02151, as filed with the Commission on August 8, 2016.

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

BANCROFT FUND LTD.
By:  

/s/ Andrea R. Mango

Name:   Andrea R. Mango
Title:   Secretary and Vice President

Date: August 8, 2016