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Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Saba Capital Management | 0 | 1,211,682 | 0 | 1,211,682 | 1,211,682 | 5.80% |
| Boaz R. Weinstein | 0 | 1,211,682 | 0 | 1,211,682 | 1,211,682 | 5.80% |
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Page 1 of 6 – SEC Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No._)*
MORGAN STANLEY EMERGING MARKETS DEBT FUND,
INC.
(Name of Issuer)
Common Stock, 0.01 Par Value
(Title of
Class of Securities)
61744H105
(CUSIP Number)
May 22, 2017
(Date of Event which
Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[_] Rule 13d-1(b)
[X] Rule 13d-1(c)
[_] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a
reporting persons initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in 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).
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Page 2 of 6 – SEC Filing
SCHEDULE 13G
| CUSIP No. 61744H105 |
| 1 | Names of Reporting Persons |
| Saba Capital Management, L.P. | |
| 2 | Check the appropriate box if a member of a Group (see instructions) |
| (a) [ ] | |
| (b) [ ] | |
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization |
| Delaware |
| Number of Shares Beneficially Owned by Each Reporting Person With: | 5 | Sole Voting Power |
| -0- | ||
| 6 | Shared Voting Power | |
| 1,211,682 | ||
| 7 | Sole Dispositive Power | |
| -0- | ||
| 8 | Shared Dispositive Power | |
| 1,211,682 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting |
| 1,211,682 | |
| 10 | Check box if the aggregate amount in row (9) excludes |
| [ ] | |
| 11 | Percent of class represented by amount in row |
| 5.80% | |
| 12 | Type of Reporting Person (See Instructions) |
| PN; IA |
The percentages used herein are calculated based upon 20,875,255
shares of common stock outstanding as of
4/7/2017, as disclosed in the
company’s Schedule 14A filed 5/12/2017
Page 2 of 7
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Page 3 of 6 – SEC Filing
SCHEDULE 13G
| CUSIP No. 61744H105 |
| 1 | Names of Reporting Persons |
| Boaz R. Weinstein | |
| 2 | Check the appropriate box if a member of a Group (see instructions) |
| (a) [ ] | |
| (b) [ ] | |
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization |
| United States |
| Number of Shares Beneficially Owned by Each Reporting Person With: | 5 | Sole Voting Power |
| -0- | ||
| 6 | Shared Voting Power | |
| 1,211,682 | ||
| 7 | Sole Dispositive Power | |
| -0- | ||
| 8 | Shared Dispositive Power | |
| 1,211,682 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting |
| 1,211,682 | |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) |
| [ ] | |
| 11 | Percent of class represented by amount in row (9) |
| 5.80% | |
| 12 | Type of Reporting Person (See Instructions) |
| IN |
The percentages used herein are calculated based upon
20,875,255 shares of common stock outstanding as of 4/7/2017, as disclosed in
the company’s Schedule 14A filed 5/12/2017
Page 3 of 7
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Page 4 of 6 – SEC Filing
Item 1.
| (a) | Name of Issuer: Morgan Stanley Emerging Markets |
| (b) | Address of Issuers Principal Executive Offices: |
Item 2.
| (a) | Name of Person Filing: This statement is being |
| The Reporting Persons have entered into a Joint Filing | |
| Any disclosures herein with respect to persons other than | |
| The filing of this statement should not be construed as |
| (b) | Address of Principal Business Office or, if None, |
| (c) | Citizenship: Saba Capital is organized as a |
| (d) | Title and Class of Securities: Common stock, 0.01 |
| (e) | CUSIP No.: 61744H105 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) |
| (a) | [_] | Broker or dealer registered under Section 15 of the Act; | |
| (b) | [_] | Bank as defined in Section 3(a)(6) of the Act; | |
| (c) | [_] | Insurance company as defined in Section 3(a)(19) of the Act; | |
| (d) | [_] | Investment company registered under Section 8 of the Investment Company Act of 1940; | |
| (e) | [_] | An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); | |
| (f) | [_] | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); | |
| (g) | [_] | A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
Page 4 of 7
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Page 5 of 6 – SEC Filing
| (h) | [_] | A savings associations as defined in Section 3(b) of the | |
| (i) | [_] | A church plan that is excluded from the definition of an | |
| (j) | [_] | A non-U.S. institution in accordance with Rule | |
| (k) | [_] | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If |
Item 4. Ownership
| (a) | Amount Beneficially Owned: The information |
| Item 5. | Ownership of Five Percent or Less of a Class. N/A |
| Item 6. | Ownership of more than Five Percent on Behalf of Another Person. N/A |
| Item 7. | Identification and classification of the subsidiary |
| Item 8. | Identification and classification of members of the group. N/A |
| Item 9. | Notice of Dissolution of Group. N/A |
| Item 10. | Certifications. |
| By signing below each Reporting Person certifies that, to |
Page 5 of 7
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Page 6 of 6 – SEC Filing
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.
Dated: 5/31/2017
/s/ Signature Michael DAngelo
Name: Michael DAngelo
Title: Chief Compliance Officer
Boaz R. Weinstein
By: Michael DAngelo
Title: Attorney-in-fact***
*** Pursuant to a Power of Attorney dated as of November 16,
2015
Page 6 of 7
EXHIBIT 1
JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the
foregoing statement on Schedule 13G is filed on behalf of each of the
undersigned and that all subsequent amendments to this statement on Schedule 13G
shall be filed on behalf of each of the undersigned without the necessity of
filing additional joint filing agreements. The undersigned acknowledge that each
shall be responsible for the timely filing of such amendments, and for the
completeness and accuracy of the information concerning him or it contained
herein and therein, but shall not be responsible for the completeness and
accuracy of the information concerning the others, except to the extent that he
or it knows or has reason to believe that such information is inaccurate.
DATED: May 31, 2017
SABA CAPITAL MANAGEMENT, L.P.
By: /s/ Michael
DAngelo
Name: Michael DAngelo
Title: Authorized Signatory
BOAZ R. WEINSTEIN
By: /s/ Michael DAngelo
Title: Attorney-in-fact
Page 7 of 7
