0000891804-11-001504 Sample Contracts

Standard Contracts

TS&W / Claymore Tax Advantaged Balanced Fund
Offer to Purchase • April 15th, 2011 • Ts&w / Claymore Tax-Advantaged Balanced Fund

Western Investment LLC, a Delaware limited liability company, Western Investment Hedged Partners L.P., a Delaware limited partnership, Western Investment Total Return Partners L.P., a Delaware limited partnership, Western Investment Activism Partners LLC, a Delaware limited liability company and Western Investment Total Return Fund Ltd., a Cayman Islands corporation (collectively, “Western”) offered to purchase up to 1,000,000 of the outstanding common shares of beneficial interest, par value $0.01 per share (the “Shares”), of TS&W / Claymore Tax-Advantaged Balanced Fund (the “Fund”) at a price per Share equal to 94.5% of the net asset value per Share determined as of the close of the regular trading session of the New York Stock Exchange (“NYSE”) on the expiration date of the offer (the “Western Offer”) pursuant to an offer to purchase filed with the SEC on April 4, 2011 and amended on April 14, 2011.

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