ZF / Zweig Fund, Inc. - Depositi SEC, Relazione annuale, dichiarazione di delega

Zweig Fund, Inc.
US ˙ NYSE
QUESTO SIMBOLO NON E' PIU' ATTIVO

Statistiche di base
CIK 812090
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Zweig Fund, Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
November 18, 2019 EX-99.25

EX-99.25

EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on November 29, 2019, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12

October 28, 2019 NPORT-EX

ZF / Zweig Fund, Inc. NPORT-EX - -

HTML VIRTUS TOTAL RETURN FUND INC. SCHEDULE OF INVESTMENTS (Unaudited) AUGUST 31, 2019 ($ reported in thousands) Par Value Value U.S. GOVERNMENT SECURITIES—0.3% U.S. Treasury Bond 3.000%, 8/15/48 $ 220 $ 270 2.875%, 5/15/49 185 223 U.S. Treasury Note 2.625%, 2/15/29 315 346 TOTAL U.S. GOVERNMENT SECURITIES (Identified Cost $779) 839 FOREIGN GOVERNMENT SECURITIES—4.5% Bolivarian Republic of Venezue

April 29, 2019 N-Q

ZF / Zweig Fund, Inc. N-Q (Quarterly Schedule of Portfolio Holdings) VIRTUS TOTAL RETURN FUND

Virtus Total Return Fund UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 29, 2019 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

April 16, 2019 DEF 14A

ZF / Zweig Fund, Inc. DEF 14A

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

February 14, 2019 SC 13G/A

ZF / Zweig Fund, Inc. / RIVERNORTH CAPITAL MANAGEMENT, LLC - SCHEDULE 13G/A (AMENDMENT NO. 1) Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Virtus Total Return Fund Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 92837G100 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

October 30, 2018 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

October 30, 2018 N-Q

ZF / Zweig Fund, Inc. VIRTUS TOTAL RETURN FUND (Quarterly Schedule of Portfolio Holdings)

Virtus Total Return Fund UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 17, 2018 CORRESP

DSE / Duff & Phelps Select Energy MLP Fund Inc. CORRESP

100 Pearl Street, Hartford, CT 06103 800.248.7971 VIRTUS.COM October 11, 2018 Securities and Exchange Commission Judiciary Plaza 100 F Street, NE Washington, D.C. 20549 Attention: Ken Ellington, Division of Investment Management Re: Virtus Funds Shareholder Reports Dear Mr. Ellington: Thank you for your telephonic comments on September 11, 2018, regarding the shareholder reports on Form N-CSR for

April 27, 2018 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

EX-99.CERT 2 d479613dex99cert.htm CERTIFICATION PURSUANT TO SECTION 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R. Aylward, certify that: 1. I have reviewed this report on Form N-Q of Virtus Total Return Fund Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a

April 27, 2018 N-Q

ZF / Zweig Fund, Inc. VIRTUS TOTAL RETURN FUND (Quarterly Schedule of Portfolio Holdings)

N-Q 1 d479613dnq.htm VIRTUS TOTAL RETURN FUND UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 Virtus Total Return Fund Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9668 (Address of princi

April 17, 2018 DEF 14A

ZF / Zweig Fund, Inc. DEF 14A

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

February 14, 2018 SC 13G

SFE / Safeguard Scientifics, Inc. / RIVERNORTH CAPITAL MANAGEMENT, LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Virtus Total Return Fund Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 92837G100 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

October 27, 2017 N-Q

Virtus Total Return Fund Inc. - VIRTUS TOTAL RETURN FUND

Virtus Total Return Fund UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 27, 2017 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

June 30, 2017 EX-99.(A)(5)(V)

VIRTUS TOTAL RETURN FUND INC. ANNOUNCES FINAL RESULTS OF TENDER OFFER

EX-99.(A)(5)(V) 2 t1701964ex-a5v.htm TEXT OF PRESS RELEASE DATED AND ISSUED ON JUNE 29, 2017 Exhibit (a)(5)(v) NEWS RELEASE VIRTUS TOTAL RETURN FUND INC. ANNOUNCES FINAL RESULTS OF TENDER OFFER HARTFORD, CT, June 29, 2017 – The Virtus Total Return Fund Inc. (NYSE: ZF) announced today that that, in accordance with its tender offer for up to 5 percent of its issued and outstanding shares of common s

June 30, 2017 SC TO-I/A

Zweig Fund SC TO-I/A

As filed with the Securities and Exchange Commission on June 30, 2017 Securities and Exchange Commission Washington, D.

June 26, 2017 EX-99.(A)(5)(IV)

VIRTUS TOTAL RETURN FUND INC. ANNOUNCES PRELIMINARY RESULTS OF TENDER OFFER

Exhibit (a)(5)(iv) NEWS RELEASE VIRTUS TOTAL RETURN FUND INC. ANNOUNCES PRELIMINARY RESULTS OF TENDER OFFER HARTFORD, CT, June 26, 2017 ? The Virtus Total Return Fund Inc. (NYSE: ZF) announced today that its tender offer for 1,133,020.45 of its issued and outstanding shares of common stock, representing approximately 5 percent of its outstanding shares, expired at 11:59 p.m., New York time, on Jun

June 26, 2017 SC TO-I/A

Zweig Fund SC TO-I/A

As filed with the Securities and Exchange Commission on June 26, 2017 Securities and Exchange Commission Washington, D.

May 26, 2017 EX-99.(A)(1)(IV)

Offer by VIRTUS TOTAL RETURN FUND INC. To Purchase for Cash up to 5% of the Fund’s Outstanding Shares of Common Stock at 98% Net Asset Value

 Exhibit (a)(1)(iv) Offer by VIRTUS TOTAL RETURN FUND INC. To Purchase for Cash up to 5% of the Fund’s Outstanding Shares of Common Stock at 98% Net Asset Value THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK TIME, ON JUNE 23, 2017 THIS OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED, BUT IS SUBJECT TO OTHER CONDITIONS AS OUTLINED IN THE FUND’S ISSUER TE

May 26, 2017 EX-99.(A)(5)(III)

VIRTUS GLOBAL DIVIDEND & INCOME FUND INC., VIRTUS TOTAL RETURN FUND INC. COMMENCE TENDER OFFERS

Exhibit (a)(5)(iii) NEWS RELEASE VIRTUS GLOBAL DIVIDEND & INCOME FUND INC., VIRTUS TOTAL RETURN FUND INC. COMMENCE TENDER OFFERS HARTFORD, CT, May 26, 2017 ? The Virtus Global Dividend & Income Fund Inc. (NYSE: ZTR) and The Virtus Total Return Fund Inc. (NYSE: ZF) have each commenced a tender offer to acquire for cash up to 5 percent of its outstanding shares at a price equal to 98 percent of the

May 26, 2017 EX-99.(A)(1)(I)

OFFER VIRTUS TOTAL RETURN FUND INC. TO PURCHASE FOR CASH UP TO 5% OF ITS ISSUED AND OUTSTANDING SHARES OF COMMON STOCK AT 98% OF NET ASSET VALUE PER SHARE

t1701558-sctoDIV00-ex-a1i - none - 2.9032903s TABLE OF CONTENTS ?Exhibit (a)(1)(i)? OFFER BY VIRTUS TOTAL RETURN FUND INC. TO PURCHASE FOR CASH UP TO 5% OF ITS ISSUED AND OUTSTANDING SHARES OF COMMON STOCK AT 98% OF NET ASSET VALUE PER SHARE ? ? THE OFFER AND WITHDRAWAL RIGHT WILL EXPIRE AT 11:59 P.M., NEW YORK TIME, ON JUNE 23, 2017, UNLESS THE OFFER IS EXTENDED ? ? This Issuer Tender Offer State

May 26, 2017 EX-99.(A)(1)(III)

NOTICE OF GUARANTEED DELIVERY FOR TENDER OF SHARES OF COMMON STOCK OF VIRTUS TOTAL RETURN FUND INC.

t1701558-sctoDIV01-ex-a1iii - none - 1.8341834s ? ?Exhibit (a)(1)(iii)? NOTICE OF GUARANTEED DELIVERY FOR TENDER OF SHARES OF COMMON STOCK OF VIRTUS TOTAL RETURN FUND INC. This form, or one substantially equivalent hereto, must be used to accept the Offer (as defined below) if a stockholder?s certificates for shares of common stock, par value $0.10 per share (the ?Shares?) of Virtus Total Return F

May 26, 2017 EX-99.(A)(1)(V)

Offer by VIRTUS TOTAL RETURN FUND INC. To Purchase for Cash up to 5% of the Fund?s Outstanding Shares of Common Stock at 98% Net Asset Value

t1701558-sctoDIV03-ex-a1v - none - 1.6791679s ? ?Exhibit (a)(1)(v)? Offer by VIRTUS TOTAL RETURN FUND INC. To Purchase for Cash up to 5% of the Fund?s Outstanding Shares of Common Stock at 98% Net Asset Value ? ? THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK TIME, ON JUNE 23, 2017 ? ? THIS OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED, BUT IS SUBJECT

May 26, 2017 EX-99.(A)(1)(VI)

Virtus Total Return Fund Inc. c/o Virtus Investment Advisers, Inc. 100 Pearl Street Hartford, CT 06103

t1701558-sctoDIV04-ex-a1vi - none - 1.3681368s ? ?Exhibit (a)(1)(vi)? Virtus Total Return Fund Inc.? c/o Virtus Investment Advisers, Inc. 100 Pearl Street Hartford, CT 06103 Dear Stockholder: At meetings held on March 28, 2016 and April 19, 2016, the Board of Directors (the ?Board?) of Virtus Total Return Fund Inc. (then known as The Zweig Fund, Inc.) (the ?Fund?) voted in favor of a proposal to c

May 26, 2017 EX-99.(D)

[Signature Page Follows]

Exhibit (d) AGREEMENT This Agreement (the ?Agreement?) is made and entered into effective as of the 5th day of April, 2016 by and among Zweig Advisers, LLC (?Zweig?), a Delaware limited liability company having its principal places of business at 1540 Broadway, 16th Floor, New York, NY 10036, and Karpus Management, Inc.

May 26, 2017 EX-99.(A)(1)(II)

EX-99.(A)(1)(II)

EX-99.(A)(1)(II) 3 t1701558ex-a1ii.htm FORM OF LETTER OF TRANSMITTAL Exhibit (a)(1)(ii) VIRTUS Total Return Fund Inc. + Georgeson ZF: (866) 775-2705 (Toll Free) MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 C 1234567890 J N T Tax ID certification on file: TOTAL SHARES 12345678901234 LETTER OF TRANSMITTAL TO TENDER SHARES OF VIRTUS TOTAL RETURN FUND INC. (formerly known as, T

May 26, 2017 EX-99.(A)(5)(II)

Dear Shareholder,

EX-99.(A)(5)(II) 8 t1701558ex99-a5ii.htm TEXT OF SHAREHOLDER LETTER DATED AND ISSUED ON MAY 26, 2017 Exhibit (a)(5)(ii) Dear Shareholder, Virtus Total Return Fund Inc. (formerly, The Zweig Fund, Inc.) recently announced a tender offer for up to 5% of its issued and outstanding shares of common stock for cash at a price per share equal to 98% of the net asset value per share, as further described i

May 26, 2017 SC TO-I

Zweig Fund VIRTUS TOTAL RETURN FUND INC.

As filed with the Securities and Exchange Commission on May 26, 2017 Securities and Exchange Commission Washington, D.

May 26, 2017 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

May 26, 2017 N-Q

Virtus Total Return Fund Inc. - VIRTUS TOTAL RETURN FUND INC.

N-Q 1 d283952dnq.htm VIRTUS TOTAL RETURN FUND INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 Virtus Total Return Fund Inc. (fka The Zweig Fund, Inc.) (Exact name of registrant as specified in charter) 101 Munson Street Greenfield,

April 28, 2017 DEF 14A

Zweig Fund DEF 14A

t1701125-def14a - none - 2.9082908s ? United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as

March 20, 2017 SC TO-C

Zweig Fund SCHEDULE TO-C

As filed with the Securities and Exchange Commission on March 20, 2017 Securities and Exchange Commission Washington, D.

February 14, 2017 SC 13G/A

ZF / Zweig Fund, Inc. / Karpus Management, Inc. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13 G Under the Securities Exchange Act of 1934 (Amendment No. 1) Zweig Fund Inc (ZF) (Name of Issuer) Common Stock (Title of Class of Securities) 989834205 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

February 13, 2017 DEFA14A

Zweig Fund THE ZWEIG FUND, INC.

DEFA14A 1 t1700399defa14a.htm THE ZWEIG FUND, INC. United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commiss

February 7, 2017 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Kevin J.

February 1, 2017 EX-99.6(E)

THE ZWEIG FUND, INC. SUBADVISORY AGREEMENT

Exhibit 6(e) THE ZWEIG FUND, INC. SUBADVISORY AGREEMENT January 31, 2017 Newfleet Asset Management, LLC 100 Pearl Street Hartford, Connecticut 06103 RE: Subadvisory Agreement Ladies and Gentlemen: The Zweig Fund, Inc. (the ?Fund?) is a closed-end investment company registered under the Investment Company Act of 1940 (the ?Act?), and is subject to the rules and regulations promulgated thereunder. V

February 1, 2017 EX-99.9

Table of contents

Exhibit 9 EXECUTION COPY Global Custody Agreement - New York - General - May 2012 Table of contents 1.

February 1, 2017 EX-99.13(A)

AMENDED AND RESTATED ADMINISTRATION AGREEMENT

Exhibit 13(a) AMENDED AND RESTATED ADMINISTRATION AGREEMENT This Administration Agreement is made effective as of the of , 2016, by and between The Zweig Fund, Inc.

February 1, 2017 EX-99.13(C)

FEE WAIVER AGREEMENT THE ZWEIG FUND, INC.

EX-99.13(C) 10 t1700286ex13c.htm EXHIBIT 13(C) Exhibit 13(c) FEE WAIVER AGREEMENT THE ZWEIG FUND, INC. This Fee Waiver Agreement (the “Agreement”) is effective as of December 2, 2016, by and among The Zweig Fund, Inc. a Delaware corporation (“Fund”) and Virtus Fund Services, LLC, a Delaware limited liability company (the “Administrator”). WHEREAS, the Administrator renders services to the Fund, pu

February 1, 2017 EX-99.14

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 14 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-14 of our reports dated January 21, 2016 and February 18, 2016, relating to the financial statements and financial highlights which appear in the November 30, 2015 and December 31, 2015 Annual Report to Shareholders of Virtus Total Return Fund and The Zweig Fund, Inc.

February 1, 2017 COVER

The Zweig Fund, Inc. - Registration Statement on Form N-14 CIK 0000812090

February 1, 2017 VIA EDGAR EDGAR Operations Branch Division of Investment Management Securities and Exchange Commission 100 F Street, N.

February 1, 2017 N-14 8C/A

As filed with the Securities and Exchange Commission on February 1 , 201 7

As filed with the Securities and Exchange Commission on February 1 , 201 7 File No.

February 1, 2017 EX-99.13(B)

Transfer Agency and Service Agreement each of The Zweig Fund, Inc. The Zweig Total Return Fund, Inc. on the one hand, and Computershare Trust Company, N.A. Computershare Inc. on the other hand

EX-99.13(B) 9 t1700286ex99-13b.htm EXHIBIT 13(B) Exhibit 13(b) Transfer Agency and Service Agreement Between each of The Zweig Fund, Inc. and The Zweig Total Return Fund, Inc. on the one hand, and Computershare Trust Company, N.A. and Computershare Inc. on the other hand Table of Contents Section 1 Certain Definitions 3 Section 2 Appointment of Agent 3 Section 3 Standard Services 5 Section 4 Divid

February 1, 2017 EX-99.6(C)

THE ZWEIG FUND, INC. SUBADVISORY AGREEMENT

EX-99.6(C) 4 t1700286ex99-6c.htm EXHIBIT 6(C) Exhibit 6(c) THE ZWEIG FUND, INC. SUBADVISORY AGREEMENT January 31, 2017 Duff & Phelps Investment Management Co. 200 South Wacker, Suite 500 Chicago, Illinois 60606 RE: Subadvisory Agreement Ladies and Gentlemen: The Zweig Fund, Inc. (the “Fund”) is a closed-end investment company registered under the Investment Company Act of 1940 (the “Act”), and is

February 1, 2017 EX-99.6(A)

The Zweig Fund, Inc. INVESTMENT ADVISORY AGREEMENT

Exhibit 6(a) The Zweig Fund, Inc. INVESTMENT ADVISORY AGREEMENT THIS INVESTMENT ADVISORY AGREEMENT, effective as of the 31st day of January, 2017 (the ?Contract Date?) by and between THE ZWEIG FUND, INC., a Maryland Corporation (the ?Fund?) and VIRTUS INVESTMENT ADVISERS, INC., a Massachusetts corporation (the ?Adviser?). WITNESSETH THAT: 1. The Fund hereby appoints the Adviser to act as investmen

February 1, 2017 EX-99.11

February 1, 2017

Exhibit 11 250 West 55th Street New York, NY 10019-9601 Telephone: 212.468.8000 Facsimile: 212.468.7900 www.mofo.com morrison & foerster llp beijing, berlin, brussels, denver, hong kong, london, los angeles, new york, northern virginia, palo alto, san diego, san francisco, shanghai, singapore, tokyo, washington, d.c. February 1, 2017 The Zweig Fund, Inc. 101 Munson Street Greenfield, Massachusetts

February 1, 2017 CORRESP

Zweig Fund ESP

The Zweig Fund, Inc. 101 Munson Street Greenfield, MA 01301-9683 February 1, 2017 Anu Dubey, Esq. U.S. Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Washington, DC 20549 Re: The Zweig Fund, Inc. (the “Fund”) Registration Statement on Form N-14 (the “Registration Statement”) File Nos. 333-214955 and 811-04739 Dear Ms. Dubey: On December 7, 2016 and February

January 31, 2017 CORRESP

Zweig Fund ESP

January 31, 2017 VIA EDGAR EDGAR Operations Branch Division of Investment Management Securities and Exchange Commission 100 F Street, N.

January 20, 2017 CORRESP

Zweig Fund ESP

January 20, 2017 VIA EDGAR EDGAR Operations Branch Division of Investment Management Securities and Exchange Commission 100 F Street, N.

January 9, 2017 DEFA14A

Zweig Fund THE ZWEIG FUND, INC.

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

January 3, 2017 SC TO-I/A

Zweig Fund THE ZWEIG FUND, INC.

As filed with the Securities and Exchange Commission on January 3, 2017 Securities and Exchange Commission Washington, D.

January 3, 2017 EX-99.(A)(5)(VIII)

ZWEIG FUND ANNOUNCES FINAL RESULTS OF TENDER OFFER

EX-99.(A)(5)(VIII) 2 t1603164exa5viii.htm TEXT OF PRESS RELEASE DATED AND ISSUED ON JANUARY 3, 2017 Exhibit (a)(5)(viii) FOR IMMEDIATE RELEASE For Further Information: Shareholder Services (866) 270-7788 [email protected] ZWEIG FUND ANNOUNCES FINAL RESULTS OF TENDER OFFER HARTFORD, CT, January 3, 2017 — The Zweig Fund, Inc. (NYSE: ZF) (the “Fund”) announced today that, in accordance with i

December 27, 2016 SC TO-I/A

Zweig Fund THE ZWEIG FUND, INC.

As filed with the Securities and Exchange Commission on December 27, 2016 Securities and Exchange Commission Washington, D.

December 27, 2016 EX-99.(A)(5)(VII)

ZWEIG FUND ANNOUNCES PRELIMINARY RESULTS OF TENDER OFFER

Exhibit (a)(5)(vii) FOR IMMEDIATE RELEASE For Further Information: Shareholder Services (866) 270-7788 closedendfunds@virtus.

December 7, 2016 EX-99.14

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 14 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-14 of our reports dated January 21, 2016 and February 18, 2016, relating to the financial statements and financial highlights which appear in the November 30, 2015 and December 31, 2015 Annual Report to Shareholders of Virtus Total Return Fund and The Zweig Fund, Inc.

December 7, 2016 EX-99.6(B)

The Zweig Fund, Inc. INTERIM INVESTMENT ADVISORY AGREEMENT

Exhibit 6(b) The Zweig Fund, Inc. INTERIM INVESTMENT ADVISORY AGREEMENT THIS INTERIM INVESTMENT ADVISORY AGREEMENT, effective as of the 7th day of September, 2016 (the “Contract Date”) by and between THE ZWEIG FUND, INC., a Maryland Corporation (the “Fund”) and VIRTUS INVESTMENT ADVISERS, INC., a Massachusetts corporation (the “Adviser”). WITNESSETH THAT: 1. Pursuant to Rule 15a-4 under the Invest

December 7, 2016 EX-99.1(F)

ARTICLES OF AMENDMENT THE ZWEIG FUND, INC,

Exhibit 1(f) ARTICLES OF AMENDMENT OF THE ZWEIG FUND, INC, The Zweig Fund, Inc., a Maryland corporation (the "Corporation"), hereby certifies to the State Department of Assessments and Taxation of Maryland that the Corporation's Charter, as heretofore amended and supplemented is hereby further amended in the manner set forth below. FIRST: The Charter of the Corporation is amended to provide for a

December 7, 2016 EX-99.6(F)

THE ZWEIG FUND, INC. INTERIM SUBADVISORY AGREEMENT

Exhibit 6(f) THE ZWEIG FUND, INC. INTERIM SUBADVISORY AGREEMENT September 7, 2016 Newfleet Asset Management, LLC 100 Pearl Street Hartford, Connecticut 06103 RE: Interim Subadvisory Agreement Ladies and Gentlemen: The Zweig Fund, Inc. (the ?Fund?) is a closed-end investment company registered under the Investment Company Act of 1940 (the ?Act?), and is subject to the rules and regulations promulga

December 7, 2016 N-14 8C

As filed with the Securities and Exchange Commission on December 7, 2016

As filed with the Securities and Exchange Commission on December 7, 2016 File No. 333- File No. 811-04739 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Pre-Effective Amendment No. Post-Effective Amendment No. The Zweig Fund, Inc. (Exact Name of Registrant as Specified in Charter) 101 Munson Street Greenfiel

December 7, 2016 COVER

The Zweig Fund, Inc. - Registration Statement on Form N-14 CIK 0000812090

December 7, 2016 VIA EDGAR EDGAR Operations Branch Division of Investment Management Securities and Exchange Commission 100 F Street, N.

December 7, 2016 EX-99.17(B)

MR A SAMPLE

Exhibit 17(b) The Zweig Fund, Inc. C123456789 IMPORTANT SPECIAL MEETING INFORMATION 000004 ENDORSEMENTLINESACKPACK MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 000000000.000000 ext 000000000.000000 ext 000000000.000000 ext 000000000.000000 ext 000000000.000000 ext 000000000.000000 ext Electronic Voting Instructions You can vote by Internet or telephone! Available 24 hours a

December 7, 2016 EX-99.6(D)

THE ZWEIG FUND, INC. INTERIM SUBADVISORY AGREEMENT

Exhibit 6(d) THE ZWEIG FUND, INC. INTERIM SUBADVISORY AGREEMENT September 7, 2016 Duff & Phelps Investment Management Co. 200 South Wacker, Suite 500 Chicago, Illinois 60606 RE: Interim Subadvisory Agreement Ladies and Gentlemen: The Zweig Fund, Inc. (the ?Fund?) is a closed-end investment company registered under the Investment Company Act of 1940 (the ?Act?), and is subject to the rules and regu

December 7, 2016 EX-99.16

POWER OF ATTORNEY

Exhibit 16 POWER OF ATTORNEY Each of the undersigned directors of The Zweig Fund, Inc.

December 7, 2016 EX-99.4(B)

FORM OF ARTICLES OF MERGER VIRTUS TOTAL RETURN FUND (a Delaware statutory trust) THE ZWEIG FUND, INC. (a Maryland corporation)

Exhibit 4(b) FORM OF ARTICLES OF MERGER BETWEEN VIRTUS TOTAL RETURN FUND (a Delaware statutory trust) AND THE ZWEIG FUND, INC.

December 7, 2016 EX-99.17(A)

EVERY SHAREHOLDER?S VOTE IS IMPORTANT Important Notice Regarding the Availability of Proxy Materials for Virtus Total Return Fund Special Meeting of Shareholders to be held on March 7, 2017 The Proxy Statement for this meeting is available at: You ma

Exhibit 17(a) Virtus Total Return Fund C123456789 IMPORTANT SPECIAL MEETING INFORMATION 000004 ENDORSEMENTLINESACKPACK MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 000000000.

December 6, 2016 DEF 14A

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

December 6, 2016 CORRESP

THE ZWEIG FUND, INC. 101 Munson Street, Greenfield Massachusetts 01301-9683

THE ZWEIG FUND, INC. 101 Munson Street, Greenfield Massachusetts 01301-9683 December 6, 2016 Securities and Exchange Commission Judiciary Plaza 100 F Street, NE Washington, D.C. 20549 Attention: Anu Dubey, Division of Investment Management Re: The Zweig Fund, Inc. File No. 811-04739 / CIK 0000812090 Preliminary Proxy Statement Dear Ms. Dubey: Thank you for your telephonic comments regarding the ab

November 29, 2016 N-Q

Zweig Fund ZWEIG FUND INC (Quarterly Schedule of Portfolio Holdings)

N-Q 1 d252503dnq.htm ZWEIG FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9683 (Address of principal executive offic

November 29, 2016 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

November 25, 2016 EX-99.(A)(5)(V)

Dear Shareholder,

EX-99.(A)(5)(V) 8 t1602763ex-a5v.htm TEXT OF SHAREHOLDER LETTER DATED AND ISSUED ON NOVEMBER 25, 2016 Exhibit (a)(5)(v) Dear Shareholder, The Zweig Fund, Inc. recently announced a tender offer for up to 5% of its issued and outstanding shares of common stock for cash at a price per share equal to 98% of the net asset value per share, as further described in the Fund’s Offer to Purchase dated Novem

November 25, 2016 EX-99.(D)

[Signature Page Follows]

t1602763-sctoDIV10-ex-d - none - 1.5611561s ? Exhibit (d)? AGREEMENT This Agreement (the ?Agreement?) is made and entered into effective as of the 5th day of April, 2016 by and among Zweig Advisers, LLC (?Zweig?), a Delaware limited liability company having its principal places of business at 1540 Broadway, 16th Floor, New York, NY 10036, and Karpus Management, Inc. (doing business as Karpus Inves

November 25, 2016 EX-99.(A)(1)(III)

NOTICE OF GUARANTEED DELIVERY FOR TENDER OF SHARES OF COMMON STOCK OF THE ZWEIG FUND, INC.

t1602763-sctoDIV04-ex-a1iii - none - 1.660166s ? Exhibit (a)(1)(iii)? NOTICE OF GUARANTEED DELIVERY FOR TENDER OF SHARES OF COMMON STOCK OF THE ZWEIG FUND, INC. This form, or one substantially equivalent hereto, must be used to accept the Offer (as defined below) if a stockholder?s certificates for shares of common stock, par value $0.40 per share (the ?Shares?) of The Zweig Fund, Inc. are not imm

November 25, 2016 EX-99.(A)(1)(I)

OFFER BY THE ZWEIG FUND, INC. TO PURCHASE FOR CASH UP TO 5% OF ITS ISSUED AND OUTSTANDING SHARES OF COMMON STOCK AT 98% OF NET ASSET VALUE PER SHARE

t1602763-sctoDIV02-ex-a1i - none - 2.4572457s TABLE OF CONTENTS Exhibit (a)(1)(i)? OFFER BY THE ZWEIG FUND, INC. TO PURCHASE FOR CASH UP TO 5% OF ITS ISSUED AND OUTSTANDING SHARES OF COMMON STOCK AT 98% OF NET ASSET VALUE PER SHARE ? ? THE OFFER AND WITHDRAWAL RIGHT WILL EXPIRE AT 11:59 P.M., NEW YORK TIME, ON DECEMBER 23, 2016, UNLESS THE OFFER IS EXTENDED ? ? This Issuer Tender Offer Statement a

November 25, 2016 SC TO-I

Zweig Fund THE ZWEIG FUND, INC.

SC TO-I 1 t1602763-scto.htm THE ZWEIG FUND, INC. As filed with the Securities and Exchange Commission on November 25, 2016 Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 The Zweig Fund, Inc. (Name of Subject Company [Issuer]) The Zweig Fund, Inc. (Name of Filing Persons) Common S

November 25, 2016 EX-99.(A)(1)(VI)

The Zweig Fund, Inc. c/o Virtus Investment Advisers, Inc. 100 Pearl Street Hartford, CT 06103

t1602763-sctoDIV07-ex-a1vi - none - 1.0321032s ? Exhibit (a)(1)(vi)? The Zweig Fund, Inc.? c/o Virtus Investment Advisers, Inc. 100 Pearl Street Hartford, CT 06103 Dear Stockholder: At meetings held on March 28, 2016 and April 19, 2016, the Board of Directors (the ?Board?) of The Zweig Fund, Inc. (the ?Fund?) voted in favor of a proposal to conduct a tender offer campaign comprised of one uncondit

November 25, 2016 EX-99.(A)(1)(IV)

Offer by THE ZWEIG FUND, INC. To Purchase for Cash up to 5% of the Fund’s Outstanding Shares of Common Stock at 98% Net Asset Value

t1602763-sctoDIV05-ex-a1iv - none - 1.4491449s ? Exhibit (a)(1)(iv)? Offer by THE ZWEIG FUND, INC. To Purchase for Cash up to 5% of the Fund?s Outstanding Shares of Common Stock at 98% Net Asset Value ? ? THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK TIME, ON DECEMBER 23, 2016 ? ? THIS OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED, BUT IS SUBJECT TO

November 25, 2016 EX-99.(A)(1)(V)

Offer by THE ZWEIG FUND, INC. To Purchase for Cash up to 5% of the Fund’s Outstanding Shares of Common Stock at 98% Net Asset Value

Exhibit (a)(1)(v) Offer by THE ZWEIG FUND, INC. To Purchase for Cash up to 5% of the Fund’s Outstanding Shares of Common Stock at 98% Net Asset Value THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK TIME, ON DECEMBER 23, 2016 THIS OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED, BUT IS SUBJECT TO OTHER CONDITIONS AS OUTLINED IN THE ISSUER TENDER OFFER STA

November 25, 2016 EX-99.(A)(1)(II)

+ZF: (866) 775-2705 (Toll Free)MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 C 1234567890NJ N T Tax ID certification on file: Certified Y/N TOTAL SHARES 12345678901234 LETTER OF TRANSMITTAL TO TENDER SHARES OF THE ZWEIG FUND, I

  +ZF: (866) 775-2705 (Toll Free)MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 C 1234567890NJ N T Tax ID certification on file: Certified Y/N TOTAL SHARES 12345678901234 LETTER OF TRANSMITTAL TO TENDER SHARES OF THE ZWEIG FUND, INC.

November 25, 2016 EX-99.(A)(5)(VI)

VIRTUS GLOBAL DIVIDEND & INCOME FUND, ZWEIG FUND COMMENCE TENDER OFFERS

t1602763-sctoDIV09-ex-a5vi - none - 1.3641364s ? Exhibit (a)(5)(vi)? NEWS RELEASE VIRTUS GLOBAL DIVIDEND & INCOME FUND, ZWEIG FUND COMMENCE TENDER OFFERS HARTFORD, CT, November 25, 2016 ? The Virtus Global Dividend & Income Fund Inc. (NYSE: ZTR) and The Zweig Fund (NYSE: ZF) have each commenced a tender offer to acquire for cash up to 5 percent of its outstanding shares at a price equal to 98 perc

November 10, 2016 SC 13G

ZF / Zweig Fund, Inc. / Karpus Management, Inc. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13 G Under the Securities Exchange Act of 1934 Zweig Fund (ZF) (Name of Issuer) Common Stock (Title of Class of Securities) 989834205 (CUSIP Number) October 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed:  Rule

November 9, 2016 COVER

THE ZWEIG FUND, INC. 101 Munson Street Greenfield, Massachusetts 01301

THE ZWEIG FUND, INC. 101 Munson Street Greenfield, Massachusetts 01301 November 9, 2016 VIA EDGAR EDGAR Operations Branch Division of Investment Management Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 The Zweig Fund, Inc. CIK 0000812090 (File No. 811-04739) Ladies and Gentlemen: Pursuant to the Securities Exchange Act of 1934, as amended, and Rule 14a-6 thereunder, en

November 9, 2016 PRE 14A

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

October 3, 2016 SC TO-C

Zweig Fund SCHEDULE TO-C

As filed with the Securities and Exchange Commission on October 3, 2016 Securities and Exchange Commission Washington, D.

September 9, 2016 SC 13D/A

ZF / Zweig Fund, Inc. / Karpus Management, Inc. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5) 1 Zweig Fund, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 989834205 (CUSIP Number) Daniel Lippincott, Senior Tax-Sensitive Manager

September 8, 2016 SC TO-C

Zweig Fund SCHEDULE TO-C

As filed with the Securities and Exchange Commission on September 8, 2016 Securities and Exchange Commission Washington, D.

September 7, 2016 SC TO-C

Zweig Fund SCHEDULE TO-C

As filed with the Securities and Exchange Commission on September 7, 2016 Securities and Exchange Commission Washington, D.

August 22, 2016 SC TO-C

Zweig Fund THE ZWEIG FUND, INC.

As filed with the Securities and Exchange Commission on August 22, 2016 Securities and Exchange Commission Washington, D.

August 22, 2016 SC TO-C

Zweig Fund THE ZWEIG FUND, INC.

As filed with the Securities and Exchange Commission on August 22, 2016 Securities and Exchange Commission Washington, D.

June 14, 2016 SC 13D/A

ZF / Zweig Fund, Inc. / Karpus Management, Inc. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4) 1 Zweig Fund, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 989834205 (CUSIP Number) Daniel Lippincott, Senior Tax-Sensitive Manager

June 3, 2016 SC TO-I/A

Zweig Fund ZWEIG FUND

As filed with the Securities and Exchange Commission on June 3, 2016 Securities and Exchange Commission Washington, D.

June 3, 2016 EX-99.(A)(5)(VI)

ZWEIG FUND ANNOUNCES FINAL RESULTS OF TENDER OFFER

Exhibit 99.(a)(5)(vi) FOR IMMEDIATE RELEASE For Further Information: Zweig Funds Shareholder Services (800) 272-2700 [email protected] ZWEIG FUND ANNOUNCES FINAL RESULTS OF TENDER OFFER NEW YORK, June 3, 2016 ? The Zweig Fund, Inc. (NYSE: ZF) (the ?Fund?) announced today that, in accordance with its tender offer for up to 15 percent of its issued and outstanding shares of common stock, which expire

May 31, 2016 N-Q

Zweig Fund ZWEIG FUND INC (Quarterly Schedule of Portfolio Holdings)

ZWEIG FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9683 (Address of principal executive offices) (Zip code) Willia

May 31, 2016 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

May 27, 2016 EX-99.(A)(5)(V)

ZWEIG FUND ANNOUNCES PRELIMINARY RESULTS OF TENDER OFFER

Exhibit 99.(a)(5)(v) FOR IMMEDIATE RELEASE For Further Information: Zweig Funds Shareholder Services (800) 272-2700 [email protected] ZWEIG FUND ANNOUNCES PRELIMINARY RESULTS OF TENDER OFFER NEW YORK, May 27, 2016 ? The Zweig Fund, Inc. (NYSE: ZF) (the ?Fund?) announced today that the Fund?s tender offer for 3,011,788.95 of its issued and outstanding shares of common stock, representing approximate

May 27, 2016 SC TO-I/A

Zweig Fund ZWEIG FUND

As filed with the Securities and Exchange Commission on May 27, 2016 Securities and Exchange Commission Washington, D.

April 29, 2016 EX-99.(A)(1)(V)

Offer by THE ZWEIG FUND, INC. To Purchase for Cash up to 15% of the Fund’s Outstanding Shares of Common Stock at 98% Net Asset Value

Exhibit (a)(1)(v) Offer by THE ZWEIG FUND, INC. To Purchase for Cash up to 15% of the Fund’s Outstanding Shares of Common Stock at 98% Net Asset Value THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK TIME, ON MAY 26, 2016 THIS OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED, BUT IS SUBJECT TO OTHER CONDITIONS AS OUTLINED IN THE ISSUER TENDER OFFER STATEME

April 29, 2016 EX-99.(A)(1)(II)

ZF: (888) 497-9677 (Toll Free) MR A SAMPLE

Exhibit 99.(a)(1)(ii) Georgeson ZF: (888) 497-9677 (Toll Free) MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 C 1234567890 J N T Tax ID certification on file: total shares 12345678901234 LETTER OF TRANSMITTAL TO TENDER SHARES OF THE ZWEIG FUND, INC. Pursuant to the Fund’s Issuer Tender Offer Statement dated April 29, 2016, The Zweig Fund, Inc. has offered to purchase up to 3,

April 29, 2016 EX-99.(A)(1)(III)

NOTICE OF GUARANTEED DELIVERY FOR TENDER OF SHARES OF COMMON STOCK OF THE ZWEIG FUND, INC.

t1601042-sctoDIV03-ex-a1ii - none - 2.470247s ? Exhibit (a)(1)(iii)? NOTICE OF GUARANTEED DELIVERY FOR TENDER OF SHARES OF COMMON STOCK OF THE ZWEIG FUND, INC. This form, or one substantially equivalent hereto, must be used to accept the Offer (as defined below) if a stockholder?s certificates for shares of common stock, par value $0.10 per share (the ?Shares?) of The Zweig Fund, Inc. are not imme

April 29, 2016 EX-99.(A)(1)(VI)

The Zweig Fund, Inc. c/o Zweig Advisers, LLC 1540 Broadway, 16th Floor New York, NY 10036

EX-99.(A)(1)(VI) 8 t1601042exa1vi.htm FORM OF LETTER TO STOCKHOLDERS Exhibit (a)(1)(vi) The Zweig Fund, Inc. c/o Zweig Advisers, LLC 1540 Broadway, 16th Floor New York, NY 10036 Dear Stockholder: At meetings held on March 28, 2016 and April 19, 2016, the Board of Directors (the “Board”) of The Zweig Fund, Inc. (the “Fund”) voted in favor of a proposal to conduct a tender offer campaign comprised o

April 29, 2016 EX-99.(A)(5)(IV)

ZWEIG FUND AND ZWEIG TOTAL RETURN FUND ANNOUNCE Commencement of TENDER OFFERS

Exhibit (a)(5)(iv) FOR IMMEDIATE RELEASE For Further Information: Zweig Funds Shareholder Services (800) 272-2700 zweig@virtus.

April 29, 2016 EX-99.(D)

[Signature Page Follows]

EX-99.(D) 11 t1601042exd.htm AGREEMENT BETWEEN KARPUS INVESTMENT MANAGEMENT & ZWEIG ADVISERS, LLC Exhibit 99.(d) AGREEMENT This Agreement (the “Agreement”) is made and entered into effective as of the 5th day of April, 2016 by and among Zweig Advisers, LLC (“Zweig”), a Delaware limited liability company having its principal places of business at 1540 Broadway, 16th Floor, New York, NY 10036, and K

April 29, 2016 SC TO-I

Zweig Fund THE ZWEIG FUND, INC.

As filed with the Securities and Exchange Commission on April 29, 2016 Securities and Exchange Commission Washington, D.

April 29, 2016 EX-99.(A)(5)(III)

Dear Shareholder,

Exhibit (a)(5)(iii) Dear Shareholder, The Zweig Fund, Inc. recently announced a tender offer for up to 15% of its issued and outstanding shares of common stock for cash at a price per share equal to 98% of the net asset value per share, as further described in the Fund’s Offer to Purchase dated April 29, 2016 (the “Tender Offer”). Enclosed with this envelope are the materials needed to participate

April 29, 2016 EX-99.(A)(1)(IV)

Offer by THE ZWEIG FUND, INC. To Purchase for Cash up to 15% of the Fund’s Outstanding Shares of Common Stock at 98% Net Asset Value

Exhibit (a)(1)(iv) Offer by THE ZWEIG FUND, INC. To Purchase for Cash up to 15% of the Fund’s Outstanding Shares of Common Stock at 98% Net Asset Value THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK TIME, ON MAY 26, 2016 THIS OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED, BUT IS SUBJECT TO OTHER CONDITIONS AS OUTLINED IN THE FUND’S ISSUER TENDER OFFER

April 29, 2016 EX-99.(A)(1)(I)

OFFER The Zweig Fund, Inc. to purchase for cash UP TO 15% OF ITS ISSUED AND OUTSTANDING SHARES OF COMMON STOCK AT 98% OF NET ASSET VALUE PER SHARE

TABLE OF CONTENTS Exhibit (a)(1)(i) OFFER BY The Zweig Fund, Inc. to purchase for cash UP TO 15% OF ITS ISSUED AND OUTSTANDING SHARES OF COMMON STOCK AT 98% OF NET ASSET VALUE PER SHARE THE OFFER AND WITHDRAWAL RIGHT WILL EXPIRE AT 11:59 P.M., NEW YORK TIME, ON MAY 26, 2016, UNLESS THE OFFER IS EXTENDED This Issuer Tender Offer Statement and the accompanying Letter of Transmittal (which together c

April 20, 2016 DEF 14A

Zweig Fund THE ZWEIG FUND, INC.

DEF 14A 1 t1600266.htm THE ZWEIG FUND, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Onl

April 19, 2016 SC TO-C

Zweig Fund ZWEIG FUND INC.

As filed with the Securities and Exchange Commission on April 20, 2016 Securities and Exchange Commission Washington, D.

April 6, 2016 SC 13D/A

ZF / Zweig Fund, Inc. / Karpus Management, Inc. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)1 The Zweig Fund (Name of Issuer) Common Stock, par value $0.10 per share (Title of Class of Securities) 989834 20 5 (CUSIP Number) Daniel Lippincott, Se

April 5, 2016 SC TO-C

Zweig Fund ZWEIG FUND, INC.

As filed with the Securities and Exchange Commission on April 5, 2016 Securities and Exchange Commission Washington, D.

March 4, 2016 SC 13D/A

ZF / Zweig Fund, Inc. / Karpus Management, Inc. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 The Zweig Fund (Name of Issuer) Common Stock, par value $0.10 per share (Title of Class of Securities) 989834 20 5 (CUSIP Number) Daniel Lippincott, Se

February 16, 2016 EX-99.1

JOINT FILING AND SOLICITATION AGREEMENT

Exhibit 99.1 JOINT FILING AND SOLICITATION AGREEMENT WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of The Zweig Fund, Inc., a Maryland corporation (the “Company”); WHEREAS, Karpus Investment Management Profit Sharing Plan Fund C - Growth Common Stock Fund, Karpus Management, Inc., George W. Karpus (collectively, “Karpus”), Glen T. Insley and Arthur Charles Regan wish

February 16, 2016 SC 13D/A

ZF / Zweig Fund, Inc. / Karpus Management, Inc. - AMENDMENT NO. 1 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 The Zweig Fund (Name of Issuer) Common Stock, par value $0.10 per share (Title of Class of Securities) 989834 20 5 (CUSIP Number) Daniel Lippincott, Se

December 29, 2015 SC 13D

ZF / Zweig Fund, Inc. / Karpus Management, Inc. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 The Zweig Fund, Inc. (ZF) (Name of Issuer) Common Stock (Title of Class of Securities) 989837205 (CUSIP Number) Daniel Lippincott, Senior Tax-Sensitive

November 27, 2015 N-Q

Zweig Fund ZWEIG FUND INC (Quarterly Schedule of Portfolio Holdings)

ZWEIG FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9683 (Address of principal executive offices) (Zip code) Willia

November 27, 2015 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

November 10, 2015 SC 13G

ZF / Zweig Fund, Inc. / Karpus Management, Inc. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Zweig Fund, Inc. (ZF) (Name of Issuer) Common Stock (Title of Class of Securities) 989834205 (CUSIP Number) October 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: X

May 29, 2015 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

May 29, 2015 N-Q

Zweig Fund ZWEIG FUND INC (Quarterly Schedule of Portfolio Holdings)

ZWEIG FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9683 (Address of principal executive offices) (Zip code) Willia

April 23, 2015 DEF 14A

Zweig Fund THE ZWEIG FUND, INC.

DEF 14A 1 t1500466.htm THE ZWEIG FUND, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Onl

November 26, 2014 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

November 26, 2014 N-Q

Virtus Total Return Fund Inc. - ZWEIG FUND INC

ZWEIG FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9683 (Address of principal executive offices) (Zip code) Willia

May 30, 2014 N-Q

Quarterly Schedule of Portfolio Holdings - ZWEIG FUND INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9683 (Address of principal executive offices) (Zip code) William Renahan, Esq.

May 30, 2014 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

April 8, 2014 DEF 14A

- THE ZWEIG FUND, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

February 14, 2014 SC 13G

ZF / Zweig Fund, Inc. / Karpus Management, Inc. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Zweig Fund, Inc. (ZF) (Name of Issuer) Common Stock (Title of Class of Securities) 989834205 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: X

November 29, 2013 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

November 29, 2013 N-Q

Quarterly Schedule of Portfolio Holdings - ZWEIG FUND INC

ZWEIG FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9683 (Address of principal executive offices) (Zip code) Willia

May 30, 2013 N-Q

Quarterly Schedule of Portfolio Holdings - ZWEIG FUND INC

ZWEIG FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9683 (Address of principal executive offices) (Zip code) Willia

May 30, 2013 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Section 302 Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

April 4, 2013 DEF 14A

- THE ZWEIG FUND, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

November 29, 2012 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

November 29, 2012 N-Q

Quarterly Schedule of Portfolio Holdings - ZWEIG FUND INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 100 Pearl Street Hartford, CT 06103-4506 (Address of principal executive offices) (Zip code) Kevin J. Carr, Esq. Vice

October 5, 2012 CORRESP

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The Zweig Fund Inc & The Zweig Total Return Fund, Inc. The Zweig Fund, Inc. The Zweig Total Return Fund, Inc. 101 Munson Street Greenfield, MA 01301-9683 October 5, 2012 United States Securities and Exchange Commission Attn: Jeff Long 100 F Street, NE Washington, D.C. 20549 Re: The Zweig Fund, Inc. Investment Company Act File No. 811-04739 The Zweig Total Return Fund, Inc. Investment Company Act F

May 30, 2012 N-Q

Quarterly Schedule of Portfolio Holdings - THE ZWEIG FUND, INC.

The Zweig Fund, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-04739 The Zweig Fund, Inc. (Exact name of registrant as specified in charter) 101 Munson Street Greenfield, MA 01301-9683 (Address of principal executive offices) (Zip code)

May 30, 2012 EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act I, George R.

May 11, 2012 DEFA14A

- THE ZWEIG FUND, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

March 29, 2012 DEFA14A

- THE ZWEIG FUND, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

March 29, 2012 DEF 14A

- THE ZWEIG FUND, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

March 29, 2012 CORRESP

-

1095 Avenue of the Americas New York, NY 10036-6797 +1 212 698 3500 Main +1 212 698 3599 Fax www.

March 14, 2012 PRE 14A

- THE ZWEIG FUND, INC.

The Zweig Fund, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule

March 14, 2012 COVER

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1095 Avenue of the Americas New York, NY 10036-6797 +1 212 698 3500 Main +1 212 698 3599 Fax www.

April 7, 2011 DEF 14A

The Zweig Fund, Inc. The Zweig Total Return Fund, Inc. 900 Third Avenue, New York, New York 10022 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS MAY 10, 2011

The Zweig Fund, Inc. The Zweig Total Return Fund, Inc. 900 Third Avenue, New York, New York 10022 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS MAY 10, 2011 TO THE SHAREHOLDERS: This Joint Proxy Statement is furnished in connection with the solicitation of proxies on behalf of the Boards of Directors of The Zweig Fund, Inc., a Maryland corporation (“ZF”), and The Zweig Total Return Fund, Inc., a Maryla

April 1, 2010 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

The Zweig Fund, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Prox

March 31, 2010 CORRESP

NEW YORK CHARLOTTE CHICAGO IRVING LONDON LOS ANGELES PALO ALTO WASHINGTON, DC WWW.KATTENLAW.COM LONDON AFFILIATE: KATTEN MUCHIN ROSENMAN CORNISH LLP A limited liability partnership including professional corporations

575 Madison Avenue New York, NY 10022-2585 212.940.8800 tel 212.940.8776 fax Daren R. Domina [email protected] 212.940.6517 direct 212.894.5517 fax March 31, 2010 VIA EDGAR U.S. Securities and Exchange Commission Division of Investment Management 450 Fifth Street, N.W. Washington, D.C. 20549 Attn: Mr. Brion Thompson, Senior Counsel Mr. John Yoder, Senior Counsel Re: The Zweig Fund Inc. –

March 30, 2010 CORRESP

NEW YORK CHARLOTTE CHICAGO IRVING LONDON LOS ANGELES PALO ALTO WASHINGTON, DC WWW.KATTENLAW.COM LONDON AFFILIATE: KATTEN MUCHIN ROSENMAN CORNISH LLP A limited liability partnership including professional corporations

575 Madison Avenue New York, NY 10022-2585 212.940.8800 tel 212.940.8776 fax Daren R. Domina [email protected] 212.940.6517 direct 212.894.5517 fax March 30, 2010 VIA EDGAR U.S. Securities and Exchange Commission Division of Investment Management 450 Fifth Street, N.W. Washington, D.C. 20549 Attn: Mr. John Yoder, Senior Counsel Re: The Zweig Fund Inc.?SEC File No. 811-04739 The Zweig Tota

March 26, 2010 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: x Preliminary Proxy Statement ? Confid

March 19, 2010 CORRESP

NEW YORK CHARLOTTE CHICAGO IRVING LONDON LOS ANGELES PALO ALTO WASHINGTON, DC WWW.KATTENLAW.COM

575 Madison Avenue New York, NY 10022-2585 212.940.8800 tel 212.940.8776 fax DAREN R. DOMINA [email protected] 212.940.6517 direct 212.894.5517 fax March 19, 2010 VIA EDGAR Securities and Exchange Commission Judiciary Plaza 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Preliminary Joint Proxy Statement of The Zweig Fund Inc. and The Zweig Total Return Fund, Inc., SEC File Nos. 811-047

March 19, 2010 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confide

February 25, 2009 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide

February 13, 2009 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confide

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