UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
WESTERN ASSET VARIABLE RATE STRATEGIC FUND INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
957667108
(CUSIP Number)
Relative Value Partners, LLC, 1033 Skokie Blvd, Suite 470
Northbrook, IL 60062, 847-513-6300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 1, 2015
(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), 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 Rule 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. 957667108 13D Page 2 of 3 Pages
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1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Relative Value Partners, LLC TIN 20-1026469
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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)
OO
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5. CHECK BOX 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
Illinois
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER: 0
8. SHARED VOTING POWER: 0
9. SOLE DISPOSITIVE POWER: 0
10. SHARED DISPOSITIVE POWER: 0
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions) [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
00.00%
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14. TYPE OF REPORTING PERSON (see instructions)
IA
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CUSIP No. 957667108 13D Page 3 of 3 Pages
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This Amendment No. 3 to Schedule 13D (this "Amendment No. 3") is being filed on
behalf of the Reporting Person to amend the Schedule 13D related to the Common
Stock of the Issuer previously filed by the Reporting Person with the Securities
and Exchange Commission on May 21, 2015, and as amended by Amendment No. 1 filed
on June 3, 2015 and Amendment No. 2 on June 23, 2015 thereto (together with
this Amendment No. 3, the "Schedule 13D"). This Amendment No. 3 is being filed
to report a change in beneficial ownership relating to the disposition of
shares of Common Stock of the Issuer by the Reporting Person. Each capitalized
term used and not defined herein shall have the meaning assigned to such term
in the Schedule 13D. Except as otherwise provided herein, each Item of the
Schedule 13D, as previously amended, remains unchanged.
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Item 4. Purpose of the Transaction; and
Item 5. Interest in Securities of the Issuer
Items 4 and 5 are hereby amended and restated in its entirety as follows:
The Reporting Person has undergone a reorganization as a result of being
acquired and a new entity, Relative Value Partners Group, LLC (the "Successor
Firm"), has acquired from the Reporting Person as of July 1, 2015 all the Shares
that are the subject of this Schedule 13D. The Successor Firm has filed a
separate Schedule 13D disclosing the acquisition of these Shares and makes
reference to this Amendment 3, which is being filed to show a closing of the
position by the Reporting Person.
As of July 1, 2015, the Reporting Person beneficially owns 0 Shares of the
Issuer.
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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.
Relative Value Partners, LLC
August 5, 2015
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DATE
/s/ MAURY FERTIG
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SIGNATURE
MAURY FERTIG/MANAGING MEMBER
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NAME/TITLE