13D Filing: Saba Capital and Alpine Total Dynamic Dividend Fund (AOD)

None of the Reporting Persons or Management has, during
the last five years, been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and, as a result of such
proceeding, was, or is subject to, a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities
subject to, Federal or State securities laws or finding any violation with
respect to such laws.

Saba Capital is organized as a limited partnership under
the laws of the State of Delaware. Mr. Weinstein is a citizen of the
United States. Management is a limited liability company organized under
the laws of Delaware.

The Reporting Persons have executed a Joint Filing
Agreement, dated October 13, 2017, with respect to the joint filing of
this Schedule 13D, and any amendment or amendments hereto, a copy of which
is attached hereto as Exhibit 1.

Funds for the purchase of the Common Shares were derived
from the subscription proceeds from investors in SCMF, SCMF II, SCLMF,
SCS, SCEF 1, SCEF 2, and Saba Closed-End Funds ETF, and the capital
appreciation thereon and margin account borrowings made in the ordinary
course of business. In such instances, the positions held in the margin
accounts are pledged as collateral security for the repayment of debit
balances in the account, which may exist from time to time. Since other
securities are held in the margin accounts, it is not possible to
determine the amounts, if any, of margin used to purchase the Common
Shares reported herein. A total of $68,509,377 was paid to acquire the
Common Shares reported herein.

PURPOSE OF TRANSACTION

The Reporting Persons acquired the Common Shares to which
this Schedule 13D relates in the ordinary course of business for
investment purposes because they believe that the Common Shares are
undervalued and represent an attractive investment opportunity.

The Reporting Persons may engage in discussions with
management, the Board of Directors, other shareholders of the Issuer and
other relevant parties, including representatives of any of the foregoing,
concerning the Reporting Persons’ investment in the Common Shares and the
Issuer, including, without limitation, matters concerning the Issuer’s
business, operations, board appointments, governance, management,
capitalization and strategic plans and matters relating to the open or
closed end nature of the Issuer and timing of any potential liquidation of
the Issuer. The Reporting Persons may exchange information with any
persons pursuant to appropriate confidentiality or similar agreements or
otherwise, work together with any persons pursuant to joint agreements or
otherwise, propose changes in the Issuer’s business, operations, board appointments, governance,
management, capitalization, strategic plans or matters relating to the
open or closed end nature of the Issuer or timing of any potential
liquidation of the Issuer, or propose or engage in one or more other
actions set forth under subparagraphs (a)-(j) of Item 4 of Schedule 13D.