UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Putnam New York Investment Grade Municipal Trust
(Name of Issuer)
Common Stock
(Title of Class of Securities)
746921105
(CUSIP Number)
Stephen C. Miller, Esq.
Joel L. Terwilliger, Esq.
2344 Spruce Street, Suite A
Boulder, Colorado 80302
(303) 442-2156
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 26, 2007
(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box.
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7 for other
parties to whom copies are to be sent.
* 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. 746921105
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1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Mildred B. Horejsi Trust
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
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3. SEC Use Only
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4. Source of Funds (See Instructions) WC OO
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d)
or 2(e)
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6. Citizenship or Place of Organization Alaska
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Number of 7. Sole Voting Power 531,263
Shares Bene-
ficially Owned 8. Shared Voting Power 0
by Each
Reporting 9. Sole Dispositive Power 531,263
Person With
10. Shared Dispositive Power 0
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11. Aggregate Amount Beneficially Owned by Each Reporting Person 531,263
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
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13. Percent of Class Reported by Amount in Row (11) 19.10%
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14. Type of Reporting Person (See Instructions) OO
CUSIP No. 746921105
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1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Stewart R. Horejsi
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
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3. SEC Use Only
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4. Source of Funds (See Instructions) Not applicable
--------------------------------------------------------------------------------
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d)
or 2(e)
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6. Citizenship or Place of Organization United States
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Number of 7. Sole Voting Power 0
Shares Bene-
ficially Owned 8. Shared Voting Power 0
by Each
Reporting 9. Sole Dispositive Power 0
Person With
10. Shared Dispositive Power 0
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11. Aggregate Amount Beneficially Owned by Each Reporting Person 0
--------------------------------------------------------------------------------
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
--------------------------------------------------------------------------------
13. Percent of Class Reported by Amount in Row (11) 0%
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14. Type of Reporting Person (See Instructions) IN
Amendment No. 1 to Statement on Schedule 13D
This amended statement on Schedule 13D relates to the Common Stock (the
"Shares") of Putnam New York Investment Grade Municipal Trust, a Massachusetts
business trust (the "Company"). Items 4, 6 and 7 of this statement, previously
filed by (i) the Mildred B. Horejsi Trust (the "Mildred Trust"), as the direct
beneficial owner of Shares and (ii) by virtue of certain relationships described
in this statement, by Stewart R. Horejsi, are hereby amended as set forth below.
Item 4. Purpose of Transaction
No change except for the addition of the following:
The Mildred Trust originally acquired Shares for the purpose of acquiring
an equity ownership of the Company and asserting control of the Company.
However, on March 19, 2007, the trustees of the Putnam California Investment
Grade Municipal Trust ("PCA"), took steps to liquidate PCA, without a
shareholder vote, in response to the Mildred Trust's tender offer to acquire all
of the outstanding shares of PCA at a price of $15 per share. The PCA trustees
stated that they took this approach in light of the fact that approximately 20%
of PCA's shares had been tendered to the Mildred Trust in response to the tender
offer and PCA's trustees concluded that approval of their plan to merge PCA into
an open-end Putnam fund would not be approved in light of the Mildred Trust's
opposition to the proposed merger. On March 21, 2007, the Mildred Trust sought a
preliminary injunction against PCA's liquidation plan, on grounds that the
trustees' approval of a plan which would result in PCA shareholders receiving
less than the price offered in the tender offer constituted a breach of
fiduciary duty and that the liquidation plan should be approved by PCA
shareholders. On March 26, 2007, the Massachusetts Superior Court rejected the
Mildred Trust's request for a preliminary injunction against the PCA liquidation
plan, and, as a result, the Mildred Trust was forced to withdraw its tender
offer, which could not be closed given that trading in PCA's shares was to be
halted prior to the time the tender offer expired.
The Mildred Trust believes that the trustees of the Company will employ a
similar strategy to liquidate the Company in response to the Mildred Trust's
seeking control of the Company in lieu of submitting the proposed merger of the
Company into a Putnam open-end fund to the Company's shareholders. Accordingly,
the Mildred Trust does not currently believe it can acquire control of the
Company and thus does not anticipate that it will continue to seek control of
the Company. Instead, the Mildred Trust may from time to time dispose of all or
a portion of the Shares it owns or cease selling Shares. Any such sales of
Shares may be in open market, in privately-negotiated transactions or otherwise,
and will depend upon the Mildred Trust's evaluation of the Company's investments
and prospects, and upon future developments (including, but not limited to,
performance of the Company's equity securities, including the Shares in the
market, effective yield on the Shares or other equity securities, availability
of funds, alternative uses of funds, leveraged assets, money, stock market and
general economic conditions).
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
No change except for the addition of the following:
On March 9, 2007, the Mildred Trust entered into agreements with Karpus
Management, Inc. concerning voting of the Shares acquired by the Mildred Trust.
A copy of the Form of Durable Power of Attorney by and between Stephen C. Miller
and Joel L. Terwilliger, acting as attorneys for the Mildred Trust, and Karpus
Investment Management, Inc. and the Form of Irrevocable Proxy granted by Karpus
Investment Management, Inc. to Stephen C. Miller and Joel L. Terwilliger, acting
as attorneys for the Mildred Trust are filed as Exhibits 3 and 4 to this
statement and incorporated herein by this reference.
Item 7. Material Filed as Exhibits.
No change except for the addition of the following:
Exhibit 3 Form of Durable Power of Attorney by and between Stephen C.
Miller and Joel L. Terwilliger, acting as attorneys for the Mildred Trust, and
Karpus Investment Management, Inc.
Exhibit 4 Form of Irrevocable Proxy granted by Karpus Investment
Management, Inc. to Stephen C. Miller and Joel L. Terwilliger, acting as
attorneys for the Mildred Trust.
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.
Date: March 26, 2007
/s/ Stewart R. Horejsi
Stewart R. Horejsi
/s/ Stephen C. Miller
Stephen C. Miller as President of Badlands Trust
Company, LLC, trustee of the Mildred B. Horejsi Trust
EXHIBIT 3
Durable General Power of Attorney
DURABLE GENERAL POWER OF ATTORNEY
NEW YORK STATUTORY SHORT FORM
THE POWERS YOU GRANT BELOW CONTINUE TO BE EFFECTIVE
SHOULD YOU BECOME DISABLED OR INCOMPETENT
(CAUTION: THIS IS AN IMPORTANT DOCUMENT. IT GIVES THE PERSON WHOM YOU DESIGNATE
(YOUR "AGENT") BROAD POWERS TO HANDLE YOUR PROPERTY DURING YOUR LIFETIME, WHICH
MAY INCLUDE POWERS TO MORTGAGE, SELL OR OTHERWISE DISPOSE OF ANY REAL OR
PERSONAL PROPERTY WITHOUT ADVANCE NOTICE TO YOU OR APPROVAL BY YOU. THESE POWERS
WILL CONTINUE TO EXIST EVEN AFTER YOU BECOME DISABLED OR INCOMPETENT. THESE
POWERS ARE EXPLAINED MORE FULLY IN NEW YORK GENERAL OBLIGATIONS LAW, ARTICLE 5,
TITLE 15, SECTIONS 5-1502A THROUGH 5-1503, WHICH EXPRESSLY PERMIT THE USE OF ANY
OTHER OR DIFFERENT FORM OF POWER OF ATTORNEY. THIS DOCUMENT DOES NOT AUTHORIZE
ANYONE TO MAKE MEDICAL OR OTHER HEALTH CARE DECISIONS. YOU MAY EXECUTE A HEALTH
CARE PROXY TO DO THIS. IF THERE IS ANYTHING ABOUT THIS FORM THAT YOU DO NOT
UNDERSTAND, YOU SHOULD ASK A LAWYER TO EXPLAIN IT TO YOU.)
THIS is intended to constitute a DURABLE GENERAL POWER OF ATTORNEY pursuant to
Article 5, Title 15 of the New York General Obligations Law:
I, George Karpus, President of Karpus Management Inc. d/b/a Karpus Investment
Management ("KIM"), do hereby appoint:
Stephen C. Miller and Joel L. Terwilliger, 2344 Spruce Street, Suite A,
Boulder, CO 80304
(If 1 person is to be appointed agent, insert the name and address of your
agent above)
(If 2 or more persons are to be appointed agents by you insert their names and
addresses above) my attorney(s)-in-fact TO ACT
(If more than one agent is designated, choose one of the following two choices
by putting your initials in one of the blank spaces to the left of your choice:)
(GK) Each agent may SEPARATELY act.
(___) All agents must act TOGETHER.
(If neither blank space is initialed, the agents will be required to
act TOGETHER)
IN MY NAME, PLACE AND STEAD in any way which I myself could do, if I were
personally present, with respect to the following matters as each of them is
defined in Title 15 of Article 5 of the New York General Obligations Law and to
the extent that I am permitted by law to act through an agent. (DIRECTIONS:
Initial in the blank space to the left of your choice any one or more of the
following lettered subdivisions as to which you want to give your agent
authority. If the blank space to the left of any particular lettered subdivision
is NOT initialed, NO AUTHORITY WILL BE GRANTED for matters that are included in
that subdivision. Alternatively, the letter corresponding to each power you wish
to grant may be written or typed on the blank line in subdivision "(Q)", and you
may then put your initials in the blank space to the left of subdivision "(Q)"
in order to grant each of the powers so indicated)
(___) (A) real estate transactions;
(___) (B) chattel and goods transactions;
(___) (C) bond, share and commodity transactions;
(___) (D) banking transactions;
(___) (E) business operating transactions;
(___) (F) insurance transactions;
(___) (G) estate transactions;
(___) (H) claims and litigation;
(___) (I) personal relationships and affairs;
(___) (J) benefits from military service;
(___) (K) records, reports and statements;
(___) (L) retirement benefit transactions;
(___) (M) making gifts to my spouse, children and more remote descendants,
and parents, not to exceed in the aggregate $12,000 to each of such
persons in any year;
(___) (N) tax matters;
(___) (O) all other matters;
(___) (P) full and unqualified authority to my attorney(s)-in-fact to
delegate any or all of the foregoing powers to any person or persons
whom my attorney(s)-in-fact shall select;
(___) (Q) each of the above matters identified by the following letters:
(GK) To vote the shares (the "Shares") of Common Stock, par value $0.001
per share, of Putnam New York Investment Grade Municipal Trust, a
Massachusetts business trust with the ticker symbol "PMN" (the
"Fund") which KIM is entitled to vote at the May 15, 2007 Special
Meeting of Shareholders (and any postponements or adjournments
thereof) or any other meeting, general or special, of the
shareholders of the Fund that is held after the date hereof and the
record date for which was prior to the date hereof (collectively,
the "Meeting"), and sign on KIM's behalf proxy cards relating to the
Shares and the Meeting.
(Special provisions and limitations may be included in the statutory short form
durable power of attorney only if they conform to the requirements of Section
5-1503 of the New York General Obligations Law.)
This durable power of attorney shall not be affected by my subsequent
disability or incompetence. If every agent named above is unable or unwilling to
serve, I appoint to be my agent for all purposes hereunder.
TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, I HEREBY AGREE THAT ANY THIRD PARTY
RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT
HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO
SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF SUCH REVOCATION
OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND I FOR MYSELF
AND FOR MY HEIRS, EXECUTORS, LEGAL REPRESENTATIVES AND ASSIGNS, HEREBY AGREE TO
INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL
CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY
HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT.
THIS DURABLE GENERAL POWER OF ATTORNEY MAY BE REVOKED BY ME AT ANY TIME.
IN WITNESS WHEREOF I have hereunto signed my name this 9th day of March, in
the year 2007.
(YOU SIGN HERE:) = = > /s/ George Karpus
--------------------------------
By: George Karpus
Title: President, KIM
STATE OF NEW YORK, COUNTY OF MONROE ss.:
On the 9th day of March in the year 2007, before me, the undersigned, personally
appeared, George Karpus, President of KIM, personally known to me or proved to
me on the basis of satisfactory evidence to be the individual(s) whose name(s)
is (are) subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their capacity(ies), and that by
his/her/their signature(s) on the instrument, the individual(s), or the person
on behalf of which the individual(s) acted, executed the instrument.
[NOTE: if the acknowledgment of the principal is taken outside NY State, please
enter the name of the State or country in the caption above. In such case, the
following lines are added to and made a part of this acknowledgment:
and that such individual made such appearance before the undersigned in the
(insert the city or other political subdivision and the State or country or
other place the acknowledgment was taken)]
--------------------------------
(Notary Public)
EXHIBIT 4
Irrevocable Proxy
IRREVOCABLE PROXY
Karpus Management Inc. d/b/a Karpus Investment Management ("KIM") does
hereby appoint Stephen C. Miller and Joel L. Terwilliger, and each of them, with
full power of substitution in the premises, to vote all of the shares (the
"Shares") of Common Stock, par value $0.001 per share, of Putnam New York
Investment Grade Municipal Trust, a Massachusetts business trust with the ticker
symbol "PMN" (the "Fund") which KIM is entitled to vote at the May 15, 2007
Special Meeting of Shareholders (and any postponements or adjournments thereof)
or any other meeting, general or special, of the shareholders of the Fund that
is held after the date hereof and the record date for which was prior to the
date hereof (collectively, the "Meeting").
The proxy granted herein shall be irrevocable, shall be deemed to be coupled
with an interest and shall revoke all prior proxies granted by KIM with respect
to the Shares. KIM shall deliver to the proxies named all materials subsequently
received by KIM with respect to the Meeting necessary or incidental to exercise
the proxy.
KIM shall not grant any proxy to any person which conflicts with the proxy
granted herein and any attempt to do so shall be void.
Dated: March 9, 2007
/s/ George Karpus
-------------------------------------------
By: George Karpus
Title: President