PHF / Pacholder High Yield Fund, Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

PHF / Pacholder High Yield Fund, Inc. PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from January 1, 2017 to June 30, 2017 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Trade Date 1/12/2017 Issuer MEG Energy Corp (MEGCN 6.50% January 15, 2025 144A) Cusip/ISIN/Sedol 552704AD0 Bonds 116,000 Offering Price $100.00 Spr

EX-99.77C VOTES

Item 77C The Fund held its 2017 annual meeting of shareholders on May 10, 2017, for the purpose of considering and voting upon the following proposals: The results of voting were as follows (by number of shares): Proposal 1: For the liquidation of the Fund In Favor 8,040,525 Against/Withheld 693,028 Abstain 291,586 Proposal 2: For nominees to the Board of Directors John F.

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: February 28, 2018 Estimated average burden hours per response 2.

Pacholder High Yield Fund Inc - PACHOLDER HIGH YIELD

Pacholder High Yield UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

EX-99.77B ACCT LTTR

Report of Independent Registered Public Accounting Firm To the Board of Trustees and Shareholders of Pacholder High Yield Fund, Inc.

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from July 1, 2016 to December 31, 2016 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund, Inc. Trade Date 7/13/2016 Issuer Valvoline Inc (ASH 5.50% July 15, 2024 144A) CUSIP/ Sedol 920479AA0 Bonds 30,000

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND, INC.

Pacholder High Yield Fund, Inc. SCHEDULE 14A INFORMATION 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)) ? Definitive Proxy Statement ? Defi

Pacholder High Yield Fund ESP

PACHOLDER HIGH YIELD FUND INC PACHOLDER HIGH YIELD FUND, INC. 270 PARK AVENUE NEW YORK, NEW YORK 10017 VIA EDGAR February 27, 2017 Alison White Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Pacholder High Yield Fund, Inc. (the ?Fund?); File Nos. 811-05639 ? Preliminary Proxy Statement Dear Ms. White: This letter is in response to the comments you provided with respec

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC

OMB APPROVAL OMB Number: 3235-0360 Expires: February 28, 2018 Estimated average burden hours per response 2.

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC

40-17F2 1 d303800d4017f2.htm PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: February 28, 2018 Estimated average burden hours per response 2.0 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-17f-2 Certificate of Accounting of Securities and Similar Investments in the Custody of Management Investment Companies Pursuant to Rule 17f-2 [17 CFR 2

Pacholder High Yield Fund PACHOLDER HIGH YIELD (Quarterly Schedule of Portfolio Holdings)

Pacholder High Yield UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

Certifications Pursuant to section 302 EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Brian S. Shlissel, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a mat

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from January 1, 2016 to June 30, 2016 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund, Inc. Trade Date 1/19/2016 Issuer Transcontinental Gas Pipe Line Co LLC (WPZ 7.85% February 1, 2026 144A) Cusip 8935

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from January 1, 2016 to June 30, 2016 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund, Inc. Trade Date 1/19/2016 Issuer Transcontinental Gas Pipe Line Co LLC (WPZ 7.85% February 1, 2026 144A) Cusip 8935

PHF / Pacholder High Yield 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) Pacholder High Yield Fund, Inc. (PHF) (Name of Issuer) Common Stock (Title of Class of Securities) 693742108 (CUSIP Number) June 30, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: February 28, 2018 Estimated average burden hours per response 2.

Pacholder High Yield Fund PACHOLDER HIGH YIELD (Quarterly Schedule of Portfolio Holdings)

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: 811-05639 Pacholder High Yield Fund, Inc. (Exact name of registrant as specified in charter) 270 Park Avenue New York, New York 10017 (Address of principal executive offices) (Zip code) Frank J. Nas

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Robert L. Young, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statemen

PHF / Pacholder High Yield Fund, Inc. / RIVERNORTH CAPITAL MANAGEMENT, LLC - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pacholder High Yield Fund, Inc. (Name of Issuer) Auction Rate Cumulative Preferred Shares (Title of Class of Securities) 693742207 (CUSIP Number) Marc Collins RiverNorth Capital Management, LLC 325 N. LaSalle St., Suite 645 Chicago, Illinois 60654-7030 (

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND, INC.

SC TO-I/A 1 d182896dsctoia.htm PACHOLDER HIGH YIELD FUND, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A (Amendment No. 2) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 PACHOLDER HIGH YIELD FUND, INC. (Name of Subject Company (Issuer)) Auction Rate Cumulative Preferred Stock, Series W, Par Value $0.01 (T

Pacholder High Yield Fund, Inc. Announces Final Results of Tender Offer for its Auction Rate Cumulative Preferred Stock, Series W

Press release announcing results of the Tender Offer issued on April 14, 2016. News For Immediate Release For additional information contact: 1-877-217-9502 Pacholder High Yield Fund, Inc. Announces Final Results of Tender Offer for its Auction Rate Cumulative Preferred Stock, Series W NEW YORK, NEW YORK, April 14, 2016 ? Pacholder High Yield Fund, Inc. (NYSE MKT: PHF) (the ?Fund?) announced today

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND, INC.

PACHOLDER HIGH YIELD FUND, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A (Amendment No. 1) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 PACHOLDER HIGH YIELD FUND, INC. (Name of Subject Company (Issuer)) Auction Rate Cumulative Preferred Stock, Series W, Par Value $0.01 (Title of Class of Securities) CU

Pacholder High Yield Fund, Inc. Enters into New $50 Million Credit Facility; Announces Satisfaction of Financing Condition in Tender Offer for its Auction Rate Cumulative Preferred Stock, Series W

EX-99.1 3 d149204dex991.htm PRESS RELEASE DATED APRIL 5, 2016 Exhibit 99.1 News For Immediate Release For additional information contact: 1-877-217-9502 Pacholder High Yield Fund, Inc. Enters into New $50 Million Credit Facility; Announces Satisfaction of Financing Condition in Tender Offer for its Auction Rate Cumulative Preferred Stock, Series W NEW YORK, NEW YORK, April 5, 2016 – Pacholder High

CREDIT AGREEMENT

EX-10.1 2 d149204dex101.htm CREDIT FACILITY DATED APRIL 5, 2016 Exhibit 10.1 CREDIT AGREEMENT CREDIT AGREEMENT (this “Agreement”), dated as of April 5 2016, by and between PACHOLDER HIGH YIELD FUND, INC., a corporation that is registered under the Investment Company Act of 1940, as amended, (the “Client”) and PERSHING LLC (“Pershing”). WHEREAS, Pershing is an SEC-registered member of several natio

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC (Current Report/Significant Event)

PACHOLDER HIGH YIELD FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) April 5, 2016 Pacholder High Yield Fund, Inc.

Offer by PACHOLDER HIGH YIELD FUND, INC. (the “Fund”) to Purchase for Cash Up To 100% of Its Outstanding Preferred Shares (Pacholder High Yield Fund; Auction Rate Cumulative Preferred Stock, Series W)

Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Offer by PACHOLDER HIGH YIELD FUND, INC.

Pacholder High Yield Fund, Inc. Announces Commencement of Cash Tender Offer to Purchase up to 100% of its Auction Rate Cumulative Preferred Stock, Series W

EX-99.(A)(6) 8 d157439dex99a6.htm PRESS RELEASE ANNOUNCING THE COMMENCEMENT OF THE TENDER OFFER, ISSUED ON 3/11/16 News Announcement For additional information contact: 1-877-217-9502 For Immediate Release March 11, 2016 Pacholder High Yield Fund, Inc. Announces Commencement of Cash Tender Offer to Purchase up to 100% of its Auction Rate Cumulative Preferred Stock, Series W NEW YORK, NEW YORK, Mar

Instructions for Withdrawal Previously Tendered Preferred Shares PACHOLDER HIGH YIELD FUND, INC. (the “Fund”)

Form of Notice of Withdrawal Instructions for Withdrawal of Previously Tendered Preferred Shares of PACHOLDER HIGH YIELD FUND, INC.

NOTICE OF GUARANTEED DELIVERY To Tender Preferred Shares PACHOLDER HIGH YIELD FUND, INC. (the “Fund”) Pursuant to the Offer to Purchase Dated March 11, 2016

Form of Notice of Guaranteed Delivery NOTICE OF GUARANTEED DELIVERY To Tender Preferred Shares Of PACHOLDER HIGH YIELD FUND, INC.

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND, INC.

PACHOLDER HIGH YIELD FUND, INC. UNITED STATES 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 PACHOLDER HIGH YIELD FUND, INC. (Name of Subject Company (Issuer)) Auction Rate Cumulative Preferred Stock, Series W, Par Value $.01 (Title of Class of Securities) CUSIP No. 693742207 (CU

Offer by PACHOLDER HIGH YIELD FUND, INC. (the “Fund”) to Purchase Up to 100% of Its Outstanding Preferred Shares (Pacholder High Yield Fund; Auction Rate Cumulative Preferred Stock, Series W)

Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies Offer by PACHOLDER HIGH YIELD FUND, INC.

Offer by PACHOLDER HIGH YIELD FUND, INC. (the “Fund”) To Purchase Up to 100% of Its Outstanding Preferred Shares (Pacholder High Yield Fund; Auction Rate Cumulative Preferred Stock, Series W)

Offer to Purchase, dated March 11, 2016 Offer by PACHOLDER HIGH YIELD FUND, INC. (the ?Fund?) To Purchase Up to 100% of Its Outstanding Preferred Shares (Pacholder High Yield Fund; Auction Rate Cumulative Preferred Stock, Series W) THE FUND?S OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON April 13, 2016, UNLESS THE OFFER IS EXTENDED. THE FUND?S OFFER (AS DEFINED HEREI

LETTER OF TRANSMITTAL PACHOLDER HIGH YIELD FUND, INC. Offer to purchase all outstanding shares of Auction Rate Cumulative Preferred Stock, Series W (CUSIP No. 693742207) THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5.00 PM, NEW YORK CITY TIME, ON A

EX-99.(A)(1)(II) 3 d157439dex99a1ii.htm FORM OF LETTER OF TRANSMITTAL LETTER OF TRANSMITTAL PACHOLDER HIGH YIELD FUND, INC. Offer to purchase all outstanding shares of Auction Rate Cumulative Preferred Stock, Series W (CUSIP No. 693742207) THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5.00 PM, NEW YORK CITY TIME, ON APRIL 13, 2016, UNLESS THE OFFER IS EXTENDED OR TERMINATED (SUCH TIME, AS IT MAY

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND, INC.

Pacholder High Yield Fund, Inc. 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 ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ? Defi

EX-99.77B ACCT LTTR

Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Pacholder High Yield Fund, Inc.

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from July 1, 2015 to December 31, 2015 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund, Inc. Trade Date 7/15/2015 Issuer Sunoco LP/Sunoco Finance Corp. (SUN 5.50% August 1, 2020 144A) Cusip 86765LAB3 Bo

TENDER OFFER SUPPORT AGREEMENT

EX-10.1 2 d85603dex101.htm RIVERNORTH TENDER OFFER SUPPORT AGREEMENT DATED FEBRUARY 12, 2016 Exhibit 10.1 TENDER OFFER SUPPORT AGREEMENT This Agreement (“Agreement”) is made and entered into as of February 12, 2016, by and among Pacholder High Yield Fund, Inc. (the “Fund”), J.P. Morgan Investment Management Inc. (“JPMIM” and, together with the Fund, the “Fund Parties”) and RiverNorth Capital Manag

TENDER OFFER SUPPORTAGREEMENT

EX-10.2 3 d85603dex102.htm MORGAN STANLEY TENDER OFFER SUPPORT AGREEMENT DATED FEBRUARY 12, 2016 Exhibit 10.2 TENDER OFFER SUPPORTAGREEMENT This Agreement (“Agreement”) is made and entered into as of February 12, 2016, by and among Pacholder High Yield Fund, Inc. (the “Fund”), J.P. Morgan Investment Management Inc. (“JPMIM” and, together with the Fund, the “Fund Parties”) and Morgan Stanley & Co.

Pacholder High Yield Fund, Inc. Announces Intent to Launch Cash Tender Offer to Purchase up to 100% of its Auction Rate Cumulative Preferred Stock, Series W

EX-99.1 4 d85603dex991.htm PRESS RELEASE DATED FEBRUARY 12, 2016 Exhibit 99.1 News For Immediate Release For additional information contact: 1-877-217-9502 Pacholder High Yield Fund, Inc. Announces Intent to Launch Cash Tender Offer to Purchase up to 100% of its Auction Rate Cumulative Preferred Stock, Series W NEW YORK, NEW YORK, February 12, 2016 – Pacholder High Yield Fund, Inc. (NYSE: PHF) (th

PHF / Pacholder High Yield 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 Pacholder High Yield Fund, Inc. (PHF) (Name of Issuer) Common Stock (Title of Class of Securities) 693742108 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC (Current Report/Significant Event)

PACHOLDER HIGH YIELD FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) February 12, 2016 Pacholder High Yield Fund, Inc.

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: February 28, 2018 Estimated average burden hours per response 2.

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC

OMB APPROVAL OMB Number: 3235-0360 Expires: February 28, 2018 Estimated average burden hours per response 2.

Pacholder High Yield Fund PACHOLDER HIGH YIELD (Quarterly Schedule of Portfolio Holdings)

Pacholder High Yield UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

Certifications Pursuant to section 302 EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Robert L. Young, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a mater

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from January 1, 2015 to June 30, 2015 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund, Inc. Trade Date 1/12/2015 Issuer Open Text Corporation (OTCCN 5.625% January 15, 2023 144A) Cusip 683715AA Bonds 75

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: February 28, 2018 Estimated average burden hours per response 2.

Pacholder High Yield Fund PACHOLDER HIGH YIELD (Quarterly Schedule of Portfolio Holdings)

Pacholder High Yield UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

Certifications Pursuant to Section 302 EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Robert L. Young, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a mater

Pacholder High Yield Fund PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: February 28, 2018 Estimated average burden hours per response 2.

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc Rule 10f-3 Transactions For the period from July 1, 2014 to December 31, 2014 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 7/1/2014 Issuer Amsurg Corp (AMSG 5.

PHF / Pacholder High Yield Fund, Inc. DEF 14A - - PACHOLDER HIGH YIELD FUND, INC.

Pacholder High Yield Fund, Inc. 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 ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Defi

EX-99.77B ACCT LTTR

Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Pacholder High Yield Fund, Inc In planning and performing our audit of the financial statements of the Pacholder High Yield Fund, Inc (hereafter referred to as the “Fund”) as of and for the year ended December 31, 2014, in accordance with the standards of the Public Company Accounting Oversight Bo

JOINT FILING AGREEMENT

EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned does hereby consent and agree to the joint filing on behalf of each of them of a Statement on Schedule 13D and all amendments thereto with respect to the Auction Rate Cumulative Preferred Stock of Pacholder High Yield Fund, Inc. beneficiall

PHF / Pacholder High Yield Fund, Inc. / RIVERNORTH CAPITAL MANAGEMENT, LLC - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Pacholder High Yield Fund, Inc. (Name of Issuer) Auction Rate Cumulative Preferred Shares (Title of Class of Securities) 693742207 (CUSIP Number) Marc Collins RiverNorth Capital Management, LLC 325 N. LaSalle St., Suite 645 Chicago, Illinois 60654-7030 (3

PHF / Pacholder High Yield Fund, Inc. 40-17F2 - - PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: January 31, 2015 Estimated average burden hours per response 2.

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

Certifications Pursuant to Section 302 EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Robert L. Young, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a mater

Pacholder High Yield Fund Inc - PACHOLDER HIGH YIELD

Pacholder High Yield UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc Rule 10f-3 Transactions For the period from January 1, 2014 to June 30, 2014 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 1/7/2014 Issuer K.

PHF / Pacholder High Yield Fund, Inc. 40-17F2/A - - PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: December 31, 2014 Estimated average burden hours per response………….

EX-99.77C VOTES

The Fund held its 2014 annual meeting of shareholders on April 23, 2014, for the purpose of considering and voting upon the following proposals: The results of voting were as follows (by number of shares): Proposal 1: For nominees to the Board of Directors John F.

PHF / Pacholder High Yield Fund, Inc. 40-17F2 - - PACHOLDER HIGH YIELD FUND INC

40-17F2 1 d770035d4017f2.htm PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: December 31, 2014 Estimated average burden hours per response……………. 2.0 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-17f-2 Certificate of Accounting of Securities and Similar Investments in the Custody of Management Investment Companies Pursuant to Rule 17f-2 [17

- PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: December 31, 2014 Estimated average burden hours per response …………….

Quarterly Schedule of Portfolio Holdings - PACHOLDER HIGH YIELD

Pacholder High Yield UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

Certifications Pursuant to Section 302 EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Robert L. Young, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a mater

- PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: December 31, 2014 Estimated average burden hours per response………………2.

- PACHOLDER HIGH YIELD FUND, INC.

Pacholder High Yield Fund, Inc. 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 ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Defi

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc Rule 10f-3 Transactions For the period from July 1, 2013 to December 31, 2013 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 7/22/2013 Issuer MPH Intermediate Holding Company 2 (MLTPLN 8.

EX-99.77B ACCT LTTR

Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Pacholder High Yield Fund, Inc: In planning and performing our audit of the financial statements of Pacholder High Yield Fund, Inc (hereafter referred to as the "Fund") as of and for the year ended December 31, 2013, in accordance with the standards of the Public Company Accounting Oversight Board

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

Certifications Pursuant to Section 302 EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Robert L. Young, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a mater

Quarterly Schedule of Portfolio Holdings - PACHOLDER HIGH YIELD

Pacholder High Yield UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

EX-99.77B ACCT LTTR

Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Pacholder High Yield Fund, Inc: In planning and performing our audit of the financial statements of Pacholder High Yield Fund, Inc (hereafter referred to as the "Fund") as of and for the year ended December 31, 2012 in accordance with the standards of the Public Company Accounting Oversight Board

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from July 1, 2012 to December 31, 2012 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 7/9/2012 Issuer B/E Aerospace Inc (BEAV 5.25% April 1, 2022) Cusip 055381AS Bonds 200,000 Offering Price

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from January 1, 2013 to June 30, 2013 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 1/9/2013 Issuer Bombardier Inc. (BBDBCN 6.125% January 15, 2023 144A) Cusip 097751BF Bonds 170,000 Offeri

- PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: December 31, 2014 Estimated average burden hours per response 2.

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from January 1, 2012 to June 30, 2012 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 1/5/2012 Issuer AmeriGas Finance Corp. and AmeriGas Finance LLC (APU 6.75% May 20, 2020) Cusip 03077JAA B

EX-99.77C VOTES

Item 77C The Fund held its 2012 annual meeting of shareholders on April 25, 2012, for the purpose of considering and voting upon the following proposals: The results of voting were as follows (by number of shares): Proposal 1: For nominees to the Board of Directors Fergus Reid, III1 In favor 11,061,033 Against/Withheld 536,209 William J.

EX-99.77B ACCT LTTR

Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Pacholder High Yield Fund, Inc: In planning and performing our audit of the financial statements of the Pacholder High Yield Fund, Inc (the "Fund") as of and for the year ended December 31, 2011 in accordance with the standards of the Public Company Accounting Oversight Board (United States), we c

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from July 1, 2011 to December 31, 2011 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 7/12/2011 Issuer Dynacast International LLC and Dynacast Finance Inc. (DYNCST 9.25% July 15, 2019 144A)

EX-99.77Q1 OTHR EXHB

Pacholder High Yield Fund, Inc. - Item 77Q1(a) Amendment No. 1 to the Amended and Restated Bylaws of Pacholder High Yield Fund, Inc. Pursuant to Article VIII, Section 8.07 of the Fund's Amended and Restated Bylaws ("Bylaws"), the Bylaws shall be amended as follows: 1. Article I, Section 1.11 Stockholder Proposals, is hereby deleted in its entirety and replaced with the following: 1.11 Stockholder

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from January 1, 2013 to June 30, 2013 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 1/9/2013 Issuer Bombardier Inc. (BBDBCN 6.125% January 15, 2023 144A) Cusip 097751BF Bonds 170,000 Offeri

- PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: December 31, 2014 Estimated average burden hours per response 2.

- PACHOLDER HIGH YIELD FUND INC

PACHOLDER HIGH YIELD FUND INC OMB APPROVAL OMB Number: 3235-0360 Expires: December 31, 2014 Estimated average burden hours per response…………… 2.

Quarterly Schedule of Portfolio Holdings - PACHOLDER HIGH YIELD

Pacholder High Yield UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

Certifications Pursuant to Section 302 EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Patricia A. Maleski, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a m

EX-99.77B ACCT LTTR

Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Pacholder High Yield Fund, Inc: In planning and performing our audit of the financial statements of Pacholder High Yield Fund, Inc (hereafter referred to as the "Fund") as of and for the year ended December 31, 2012 in accordance with the standards of the Public Company Accounting Oversight Board

- PACHOLDER HIGH YIELD FUND, INC.

Pacholder High Yield Fund, Inc. 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 ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Defi

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from July 1, 2012 to December 31, 2012 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 7/9/2012 Issuer B/E Aerospace Inc (BEAV 5.25% April 1, 2022) Cusip 055381AS Bonds 200,000 Offering Price

Quarterly Schedule of Portfolio Holdings - PACHOLDER HIGH YIELD

N-Q 1 d414607dnq.htm PACHOLDER HIGH YIELD 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: 811-05639 Pacholder High Yield Fund, Inc. (Exact name of registrant as specified in charter) 270 Park Avenue New York, NY 10017 (Address of principal execut

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

Certifications Pursuant to Section 302 EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Patricia A. Maleski, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a m

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from January 1, 2012 to June 30, 2012 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 1/5/2012 Issuer AmeriGas Finance Corp. and AmeriGas Finance LLC (APU 6.75% May 20, 2020) Cusip 03077JAA B

EX-99.77C VOTES

Item 77C The Fund held its 2012 annual meeting of shareholders on April 25, 2012, for the purpose of considering and voting upon the following proposals: The results of voting were as follows (by number of shares): Proposal 1: For nominees to the Board of Directors Fergus Reid, III1 In favor 11,061,033 Against/Withheld 536,209 William J.

Quarterly Schedule of Portfolio Holdings - PACHOLDER HIGH YIELD

Pacholder High Yield UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940

Certifications Pursuant to Section 302 EXHIBIT 99.302CERT CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE INVESTMENT COMPANY ACT OF 1940 I, Patricia A. Maleski, certify that: 1. I have reviewed this report on Form N-Q of Pacholder High Yield Fund, Inc. (the “Fund” or “Registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a m

- PACHOLDER HIGH YIELD FUND INC

OMB APPROVAL OMB Number: 3235-0360 Expires: April 30, 2012 Estimated average burden hours per response 2.

- PACHOLDER HIGH YIELD FUND INC

OMB APPROVAL OMB Number: 3235-0360 Expires: April 30, 2012 Estimated average burden hours per response 2.

EX-99.77B ACCT LTTR

Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Pacholder High Yield Fund, Inc: In planning and performing our audit of the financial statements of the Pacholder High Yield Fund, Inc (the "Fund") as of and for the year ended December 31, 2011 in accordance with the standards of the Public Company Accounting Oversight Board (United States), we c

EX-99.77Q1 OTHR EXHB

Pacholder High Yield Fund, Inc. - Item 77Q1(a) Amendment No. 1 to the Amended and Restated Bylaws of Pacholder High Yield Fund, Inc. Pursuant to Article VIII, Section 8.07 of the Fund's Amended and Restated Bylaws ("Bylaws"), the Bylaws shall be amended as follows: 1. Article I, Section 1.11 Stockholder Proposals, is hereby deleted in its entirety and replaced with the following: 1.11 Stockholder

- PACHOLDER HIGH YIELD FUND, INC.

Pacholder High Yield Fund, Inc. 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 ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Defi

EX-99.77O RULE 10F-3

JPMorgan Funds - Pacholder High Yield Fund, Inc. Rule 10f-3 Transactions For the period from July 1, 2011 to December 31, 2011 The following securities were purchased pursuant to Rule 10f-3 and all requirements of the Rule 10f-3 Procedures of the Funds: Fund Pacholder High Yield Fund Trade Date 7/12/2011 Issuer Dynacast International LLC and Dynacast Finance Inc. (DYNCST 9.25% July 15, 2019 144A)

PHF / Pacholder High Yield Fund, Inc. / GUGGENHEIM FUNDS DISTRIBUTORS, INC. - PHF Passive Investment

OMB APPROVAL OMB Number: 3235-0145 Expires: December 31, 2005 Estimated average burden hours per response.