DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 8/14/08 1. NAME OF REPORTING PERSON Bulldog Investors General Partnership and Phillip Goldstein 2. CHECK THE BOX IF MEMBER OF A GROUP a[ ] b[ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) AND 2(e) [x] 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA 7. SOLE VOTING POWER 1,932,519 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 1,932,519 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 1,932,519 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] 13. PERCENT OF CLASS REPRESENTED BY ROW 11 9.37% 14. TYPE OF REPORTING PERSON IA This statement constitutes amendment No.3 to the Schedule 13D filed by Bulldog Investors, Phillip Goldstein and Andrew Dakos on March 19, 2008. Except as specifically set forth herein, the Schedule 13D remains unmodified. Item 5 is amended as follows: ITEM 5. INTEREST IN SECURITIES OF THE ISSUER As per the N-CSR dated March 31, 2008 there were 20,628,363 shares of common stock outstanding. The percentage set forth in item 5 was derived using such number. a) BIG P and other accounts managed by Phillip Goldstein beneficially own an aggregate of 1,932,519 shares of PIF or 9.37% of the outstanding shares. b) Power to vote and dispose of securities resides either with Mr. Goldstein or clients. c) During the past 60 days the following shares of PIF were purchased, unless previously reported (there were no sales): Trade date # shares Price ($) 7/24/08 100 12.35 7/24/08 1,600 12.38 7/24/08 10,000 12.49 7/25/08 2,400 12.36 7/25/08 3,100 12.41 7/28/08 600 12.48 7/29/08 10,700 12.50 7/30/08 200 12.50 8/05/08 2,600 12.58 8/05/08 3,000 12.59 8/06/08 3,176 12.49 8/06/08 7,600 12.49 8/07/08 9,000 12.43 8/07/08 3,000 12.48 8/08/08 7,200 12.42 8/08/08 5,000 12.44 8/08/08 140 12.39 8/11/08 2,100 12.50 8/12/08 3,200 12.50 8/13/08 5,600 12.51 8/14/08 102,100 12.50 8/15/08 30,100 12.48 8/18/08 4,800 12.56 8/19/08 5,600 12.50 8/19/08 3,000 12.50 8/20/08 4,900 12.50 d) Beneficiaries of managed accounts are entitled to receive any dividends or sales proceeds. e) NA 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. Dated: 8/22/08 By: /s/ Phillip Goldstein Name: Phillip Goldstein President, Kimball and Winthrop, Inc. Managing General Partner, BIGP