UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
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
☐Definitive Additional Materials
☐Soliciting Material Pursuant to §240.14a-12
FIDUCIARY/CLAYMORE ENERGY INFRASTRUCTURE FUND (NYSE: FMO)
GUGGENHEIM TAXABLE MUNICIPAL MANAGED DURATIONBOND & INVESTMENT GRADE DEBT TRUST (NYSE: GBAB)
GUGGENHEIM CREDIT ALLOCATION FUND (NYSE: GGM)
GUGGENHEIM ENHANCED EQUITY INCOME FUND (NYSE: GPM)
GUGGENHEIM STRATEGIC OPPORTUNITIES FUND (NYSE: GOF)

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
☒
No fee required.
☐
Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

(4) Proposed maximum aggregate value of transaction:

(5) Total fee paid:

☐Fee paid previously with preliminary materials.
☐Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) 
Date Filed:



GUGGENHEIM TAXABLE MUNICIPAL BOND & INVESTMENT GRADE DEBT TRUST (NYSE: GBAB)
GUGGENHEIM CREDIT ALLOCATION FUND (NYSE: GGM)
GUGGENHEIM ENHANCED EQUITY INCOME FUND (NYSE: GPM)
GUGGENHEIM STRATEGIC OPPORTUNITIES FUND (NYSE: GOF)

227 West Monroe Street, 7th Floor
Chicago, Illinois 60606


NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
To be held on April 2, 20208, 2021


Notice is hereby given to the holders of common shares of beneficial interest, par value $0.01 per share (“Shares”), of each of Fiduciary/Claymore Energy Infrastructure Fund (“FMO”), Guggenheim Taxable Municipal Managed DurationBond & Investment Grade Debt Trust (“GBAB”), Guggenheim Credit Allocation Fund (“GGM”), Guggenheim Enhanced Equity Income Fund (“GPM”), and Guggenheim Strategic Opportunities Fund (“GOF”) (FMO, GBAB,(GBAB, GGM, GPM, and GOF are each referred to herein as a “Fund” and collectively as the “Funds”) that the joint annual meeting of shareholders of the Funds (the “Annual Meeting”) will be held at the offices of Guggenheim Funds Investment Advisors, LLC, 227 West Monroe Street, Chicago, Illinois 60606,in a virtual meeting format only, on Thursday, April 2, 2020,8, 2021, at 10:00 a.m. (Central time).  
The Annual Meeting is being held for the following purposes:
1.1. To elect Trustees in the following manner:

(a)With respect to each of FMO, GBAB, GGM, and GPM:


(i)
To elect, as Class III Trustees, the Trustee nominees named in the accompanying proxy statement (Mr. Randall C. Barnes, Ms. Angela Brock-Kyle,Thomas F. Lydon, Jr. and Mr. DonaldRonald A. Chubb, Jr.)Nyberg) to serve until each Fund’s 20232024 annual meeting of shareholders or until their respective successors shall have been elected and qualified.

(b)With respect to GOF only:


(i)
To elect, as Class III Trustees, the Trustee nominees named in the accompanying proxy statement (Mr. Randall C. Barnes, Ms. Angela Brock-Kyle, Mr. Donald A. Chubb,Thomas F. Lydon, Jr., Mr. Roman Friedrich III,Ronald A. Nyberg, Ms. Sandra G. Sponem, and Ms. Amy J.


Lee)Mr. Ronald E. Toupin, Jr.) to serve until the Fund’s 20222023 annual meeting of




shareholders or until their respective successors shall have been elected and qualified.


2.
To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements, or delays thereof.

THE BOARD OF TRUSTEES (THE “BOARD”) OF EACH FUND UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” EACH OF THE NOMINEES OF THE BOARD OF YOUR FUND LISTED IN THE ACCOMPANYING PROXY STATEMENT.
Further information regarding the purpose of the Annual Meeting is included in the accompanying Proxy Statement dated March 2, 2021.
The Annual Meeting will be held in a virtual meeting format only. Shareholders of record on the Record Date (as defined below) for the Annual Meeting may participate in and vote at the Annual Meeting on the Internet by virtual means.   To participate in the Annual Meeting, shareholders must register in advance by visiting https://www.viewproxy.com/Guggenheim/broadridgevsm/ and submitting the requested required information to Broadridge Financial Solutions, Inc. (“Broadridge”), the Funds’ proxy tabulator. Only shareholders of record at the close of business on February 8, 2021 (the “Record Date”) are entitled to notice of, and to vote at, the Annual Meeting or any postponement or adjournment thereof. Proxies are being solicited on behalf of the Board of Trustees of each Fund.
Shareholders whose shares are registered directly with a Fund in the shareholder’s name will be asked to submit their name and control number found on the shareholder’s proxy card in order to register to participate in and vote at the Annual Meeting. Shareholders whose shares are held by a broker, bank or other nominee must first obtain a “legal proxy” from the applicable nominee/record holder, who will then provide the shareholder with a newly-issued control number.
We note that obtaining a legal proxy may take several days. Requests for registration should be received no later than 3:00 p.m., Eastern Time, on Wednesday, April 7, 2021, but in any event must be received by the scheduled time for commencement of the Annual Meeting, as indicated above. Once shareholders have obtained a new control number, they must visit https://www.viewproxy.com/Guggenheim/broadridgevsm/ and submit their name and newly issued control number in order to register to participate in and vote at the Annual Meeting. After shareholders have submitted their registration information, they will receive an email from Broadridge that confirms that their registration request has been received and is under review by Broadridge. Once shareholders’ registration requests have been accepted, they will receive (i) an email containing an event link and dial-in information to participate in the Annual Meeting and (ii) an email with a password to enter at the event link in order to access the Annual Meeting. Shareholders may vote before or during the Annual Meeting at
proxyvote.com. All shareholders are encouraged to submit their proxy voting instructions prior to the Annual Meeting. Only shareholders of the Fund present or represented by proxy will be able to vote, or otherwise exercise the powers of a shareholder, at the Annual Meeting.
The Board of each Fund has fixed the close of business on February 14, 2020,8, 2021, as the record dateRecord Date for the determination of shareholders entitled to notice of, and to vote at, the Annual Meeting and any adjournments, postponements, or delays thereof.
It is important that your Shares be represented at the Annual Meeting in personby attendance or by proxy. Whether or not you plan to attend the Annual Meeting, we urge you to complete, sign, date, and return the enclosed proxy card in the postage-paid envelope provided or vote via telephone or the Internet pursuant to the instructions on the enclosed proxy card so you will be represented at the Annual Meeting. If you attend the Annual Meeting and wish to vote in person,during the Annual Meeting, you will be able to do so and your vote at the Annual Meeting will revoke any proxy you may have submitted. Merely attending the Annual Meeting, however, will not revoke any previously submitted proxy.
By order of the
Board of each Fund:
Brian E. Binder
Chief Executive Officer and President of each Fund


Chicago, Illinois
February 25, 2020

March 9, 2021


YOUR VOTE IS IMPORTANT
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD IN THE POSTAGE-PAID ENVELOPE PROVIDED OR VOTE VIA TELEPHONE OR THE INTERNET PURSUANT TO THE INSTRUCTIONS ON THE ENCLOSED PROXY CARD. IN ORDER TO SAVE THE FUNDS ANY ADDITIONAL EXPENSE OF FURTHER SOLICITATION, PLEASE MAIL YOUR PROXY CARD OR VOTE VIA TELEPHONE OR THE INTERNET PROMPTLY.
IF YOU WISH TO ATTEND THE ANNUAL MEETING AND VOTE IN PERSON, YOU WILL BE ABLE TO DO SO. IFHELD IN A VIRTUAL MEETING FORMAT ONLY. FOR ADDITIONAL INFORMATION ON HOW YOU INTEND TOCAN ATTEND AND PARTICIPATE IN THE ANNUAL MEETING, PLEASE SEE INSTRUCTIONS IN PERSON AND YOU ARE A RECORD HOLDER OF A FUND’S SHARES, IN ORDER TO GAIN ADMISSION YOU MUST SHOW PHOTOGRAPHIC IDENTIFICATION, SUCH AS YOUR DRIVER’S LICENSE. IF YOU INTEND TO ATTEND THE ANNUAL MEETING IN PERSON AND YOU HOLD YOUR SHARES THROUGH A BANK, BROKER OR OTHER CUSTODIAN, IN ORDER TO GAIN ADMISSION YOU MUST SHOW PHOTOGRAPHIC IDENTIFICATION, SUCH AS YOUR DRIVER’S LICENSE, AND SATISFACTORY PROOF OF OWNERSHIP OF SHARES OF A FUND, SUCH AS YOUR VOTING INSTRUCTION FORM (OR A COPY THEREOF) OR BROKER’S STATEMENT INDICATING OWNERSHIP AS OF A RECENT DATE. IF YOU HOLD YOUR SHARES IN A BROKERAGE ACCOUNT OR THROUGH A BANK OR OTHER NOMINEE, YOU WILL NOT BE ABLE TO VOTE IN PERSON AT THE ANNUAL MEETING UNLESS YOU HAVE PREVIOUSLY REQUESTED AND OBTAINED A “LEGAL PROXY” FROM YOUR BROKER, BANK OR OTHER NOMINEE AND PRESENT IT AT THE ANNUAL MEETING.


This page intentionally left blank.



ACCOMPANYING PROXY STATEMENT.



FIDUCIARY/CLAYMORE ENERGY INFRASTRUCTURE FUND (NYSE: FMO)
GUGGENHEIM TAXABLE MUNICIPAL MANAGED DURATIONBOND & INVESTMENT GRADE DEBT TRUST (NYSE: GBAB)
GUGGENHEIM CREDIT ALLOCATION FUND (NYSE: GGM)
GUGGENHEIM ENHANCED EQUITY INCOME FUND (NYSE: GPM)
GUGGENHEIM STRATEGIC OPPORTUNITIES FUND (NYSE: GOF)

PROXY STATEMENT

FOR THE JOINT ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON APRIL 2, 20208, 2021

This proxy statement (“Proxy Statement”) is furnished to the holders of common shares of beneficial interest, par value $0.01 per share (“Shares”), of Fiduciary/Claymore Energy Infrastructure Fund (“FMO”), Guggenheim Taxable Municipal Managed DurationBond & Investment Grade Debt Trust (“GBAB”), Guggenheim Credit Allocation Fund (“GGM”), Guggenheim Enhanced Equity Income Fund (“GPM”), and Guggenheim Strategic Opportunities Fund (“GOF”) (FMO, GBAB,(GBAB, GGM, GPM, and GOF are each referred to herein as a “Fund” and collectively as the “Funds”) in connection with the solicitation by the Board of Trustees (the “Board”) of each Fund of proxies to be voted at the joint annual meeting of shareholders of the Funds to be held on Thursday, April 2, 2020,8, 2021, and any adjournments, postponements or delays thereof (the “Annual Meeting”). The Annual Meeting will be held at the offices of Guggenheim Funds Investment Advisors, LLC, 227 West Monroe Street, Chicago, Illinois 60606in a virtual meeting format only, on Thursday, April 2, 2020,8, 2021, at 10:00 a.m. (Central time).
The Annual Meeting will be held in a virtual meeting format only.  For additional information on how you can attend and participate in the Annual Meeting, please see the instructions in this Proxy Statement.
This Proxy Statement will give you the information you need to vote on the matters listed on the accompanying Notice of Joint Annual Meeting of Shareholders (“Notice of Joint Annual Meeting”). Much of the information in this Proxy Statement is required under rules of the U.S. Securities and Exchange Commission (“SEC”). If there is anything you don’t understand,have any questions, please contact us at our toll-free number, (800) 345-7999.
1
Notice of the Annual Meeting, this Proxy Statement, and the enclosed proxy card(s) are being sent on or about March 9, 2021 to shareholders of record as of February 8, 2021 (the “Record Date”) .
Each Fund will furnish to any shareholder, without charge, a copy of such Fund’s most recent annual report and/or semi-annual report to shareholders upon request. Requests should be directed to Guggenheim Funds Distributors, LLC, 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606, (800) 345-7999.
1


     The Notice of the Annual Meeting, this Proxy Statement and the enclosed proxy card(s) are first being sent to the Funds’ shareholders on or about February 25, 2020.
•  Why is a shareholder meeting being held?
The Shares of each Fund are listed on the New York Stock Exchange (“NYSE”) and the rules of the NYSE require each Fund to hold an annual meeting of shareholders to elect Trustees each fiscal year.
• 

What Proposal will be voted on?

To elect Trustees in the following manner:
(a)
(a)With respect to each of FMO, GBAB, GGM, and GPM:
(i)  To elect, as Class III Trustees, the Trustee nominees named in this proxy statement (Mr. Randall C. Barnes, Ms. Angela Brock-Kyle,Thomas F. Lydon, Jr. and Mr. DonaldRonald A. Chubb,Nyberg) to serve until each Fund’s 2024 annual meeting of shareholders or until their respective successors shall have been elected and qualified.

(b)With respect to GOF only:
(i)  To elect, as Class II Trustees, the Trustee nominees named in this proxy statement (Mr. Thomas F. Lydon, Jr., Mr. Ronald A. Nyberg, Ms. Sandra G. Sponem, and Mr. Ronald E. Toupin, Jr.) to serve until eachthe Fund’s 2023 annual meeting of shareholders or until their respective successors shall have been elected and qualified.
(b) With respect to GOF only:

(i) To elect, as Class I Trustees, the Trustee nominees named in this proxy statement (Mr. Randall C. Barnes, Ms. Angela Brock-Kyle, Mr. Donald A. Chubb, Jr., Mr. Roman Friedrich III, and Ms. Amy J. Lee) to serve until the Fund’s 2022 annual meeting of shareholders or until their respective successors shall have been elected and qualified.
•  Will my vote make a difference?
Yes! Your vote is important and could make a difference in the governance of the Fund(s), no matter how many Shares you own.
• 

Who is asking for my vote?
The enclosed proxy card is solicited by the Board of each Fund for use at the Annual Meeting to be held on Thursday, April 2, 2020,8, 2021, and any adjournments, postponements, or delays thereof, for the purposes stated in the Notice of Joint Annual Meeting.
• 
2

How does the Board recommend that shareholders vote on the Proposal?
The Board unanimously recommends that you vote “FOR”“FOR” each of the nominees of the Board of your Fund.
The Board has reviewed the qualifications and backgrounds of the Board’s nominees and believes that they are experienced in overseeing investment companies and are familiar with the Funds, their investment strategies and operations, and the investment adviser
2


and investment sub-adviserssub-adviser of the Funds. The Board has approved the nominees named in this Proxy Statement and believes their election is in yourthe best interests as shareholders.of the shareholders of each Fund.
•Who is eligible to vote?
Shareholders of record of each Fund at the close of business on February 14, 20208, 2021 (the “Record Date”), are entitled to be presentattend and to vote at the Annual Meeting or any adjournments, postponements, or delays thereof. Each Share is entitled to one vote on the Proposal for the applicable Fund and a fractional vote with respect to fractional Shares, with no cumulative voting. Shares represented by duly executed proxies will be voted in accordance with your instructions.
•How do I vote my Shares?
Whether or not you plan to attend the Annual Meeting, we urge you to complete, sign, date, and return the enclosed proxy card in the postage-paid envelope provided or vote via telephone or the Internet so your Shares will be represented at the Annual Meeting. Instructions regarding how to vote via telephone or the Internet are included on the enclosed proxy card. The required control number for Internet and telephone voting is printed on the enclosed proxy card. The control number is used to match proxy cards with shareholders’ respective accounts and to ensure that, if multiple proxy cards are executed, Shares are voted in accordance with the proxy card bearing the latest date.
If you wish to attendThe Annual Meeting will be held in a virtual meeting format only.  Shareholders of record on the Record Date for the Annual Meeting may participate in and vote in person, you will be able to do so. If you intend to attend the Annual Meeting in person and you are a record holder of a Fund’s Shares, in order to gain admission you must show photographic identification, such as your driver’s license. If you intend to attend the Annual Meeting in person and you hold your Shares through a bank, broker or other custodian, in order to gain admission you must show photographic identification, such as your driver’s license, and satisfactory proof of ownership of Shares of a Fund, such as your voting instruction form (or a copy thereof) or broker’s statement indicating ownership as of a recent date. If you hold your Shares in a brokerage account or through a bank or other nominee, you will not be able to vote in person at the Annual Meeting unless you have previouslyon the Internet by virtual means. To participate in the Annual Meeting, shareholders must register in advance by visiting https://www.viewproxy.com/Guggenheim/broadridgevsm/ and submitting the requested required information to Broadridge Financial Solutions, Inc. (“Broadridge”), the Funds’ proxy tabulator. Only shareholders of record on the Record Date are entitled to notice of, and obtainedto vote at, the Annual Meeting or any postponement or
3
adjournment thereof. Proxies are being solicited on behalf of the Board of Trustees of each Fund.
Shareholders whose shares are registered directly with a “legal proxy” from yourFund in the shareholder’s name will be asked to submit their name and control number found on the shareholder’s proxy card in order to register to participate in and vote at the Annual Meeting. Shareholders whose shares are held by a broker, bank or other nominee must first obtain a “legal proxy” from the applicable nominee/record holder, who will then provide the shareholder with a newly-issued control number.
We note that obtaining a legal proxy may take several days. Requests for registration should be received no later than 3:00 p.m., Eastern Time, on Wednesday, April 7, 2021, but in any event must be received by the scheduled time for commencement of the Annual Meeting, as indicated above. Once shareholders have obtained a new control number, they must visit https://www.viewproxy.com/Guggenheim/broadridgevsm/ and present itsubmit their name and newly issued control number in order to register to participate in and vote at the Annual Meeting. YouAfter shareholders have submitted their registration information, they will receive an email from Broadridge that confirms that their registration request has been received and is under review by Broadridge. Once shareholders’ registration requests have been accepted, they will receive (i) an email containing an event link and dial-in information to participate in the Annual Meeting and (ii) an email with a password to enter at the event link in order to access the Annual Meeting. Shareholders may vote before or during the Annual Meeting at proxyvote.com. All shareholders are encouraged to submit their proxy voting instructions prior to the Annual Meeting. Only shareholders of the Fund present or represented by proxy will be able to vote, or otherwise exercise the powers of a shareholder, at the Annual Meeting.
If you have any questions regarding how to participate in and vote at the Annual Meeting, you may contact the Funds at (800) 345-7999 to obtain directions to the site of the Annual Meeting.345-7999.
All Shares represented by properly executed proxies received prior to the Annual Meeting will be voted at the Annual Meeting in accordance with the instructions marked thereon or otherwise as provided therein. If you sign the proxy card, but don’t fill in a
3


vote, your Shares will be voted in accordance with the Board’s recommendation.recommendation (i.e., “FOR” each of the nominees). If any other business is brought before the Annual Meeting, your Shares will be voted atin the proxies’ best judgment or discretion.
Shareholders who execute proxy cards or record their voting instructions via telephone or the Internet may revoke them at any time before they are voted by filing with the Secretary of the Funds a
4
written notice of revocation, by delivering (including via telephone or the Internet) a duly executed proxy bearing a later date or by attending the Annual Meeting and voting in person.voting. Merely attending the Annual Meeting, however, will not revoke any previously submitted proxy.
Broker-dealer firms holding Shares of a Fund in “street name” for the benefit of their customers and clients will request the instructions of such customers and clients on how to vote their Shares on the Proposal before the Annual Meeting. The Funds understand that, under the rules of the NYSE, such broker-dealer firms may for certain “routine” matters, without instructions from their customers and clients, grant discretionary authority to the proxies designated by the Board to vote if no instructions have been received prior to the date specified in the broker-dealer firm’s request for voting instructions. Each Proposal is a “routine” matter and beneficial owners who do not provide proxy instructions or who do not return a proxy card may have their Shares voted by broker-dealer firms in favor of the Proposal. A properly executed proxy card or other authorization by a beneficial owner of Shares that does not specify how the beneficial owner’s Shares should be voted on the Proposal may be deemed an instruction to vote such Shares in favor of the Proposal. Broker-dealers who are not members of the NYSE may be subject to other rules, which may or may not permit them to vote your Shares without instruction. We urge you to provide instructions to your bank, broker or other nominee so that your votes may be counted.
•What vote is required to elect a Trustee nominee?
With respect to each Fund, the affirmative vote of a majority of the Shares present in personat the Annual Meeting or represented by proxy and entitled to vote on the matter at the Annual Meeting at which a quorum is present is necessary to elect a Trustee nominee.
•Why does this Proxy Statement list multiple closed-end funds?
The Funds have similar proposals and it is cost-efficient to have a joint Proxy Statement and joint Annual Meeting. The Annual Meeting is scheduled as a joint meeting of the Funds, whose votes on similar proposals applicable to such fundsFunds are being solicited separately, because the shareholders of the fundsFunds are expected to consider and vote on similar matters. In the event that any shareholder present at
4


the Annual Meeting objects to the holding of a joint meeting and moves for the adjournment of his or heran applicable Fund’s meeting to a time immediately after the Annual Meeting so that each Fund’s meeting may be held separately, the persons named as proxies will vote in favor of such adjournment. Shareholders of each Fund will vote separately on the respective proposal relating to theirthe applicable Fund. In any event, an unfavorable vote on any Proposal by the shareholders of one

5
Fund will not affect the implementation of such Proposal by another Fund if the Proposal is approved by the shareholders of that Fund.
• 

How many shares of each Fund were outstanding as of the record date?
At the close of business on February 14, 2020,8, 2021, the Funds had the following Shares outstanding:

 Fund 
Fund 
Number of Shares Outstanding
FMO  GBAB35,440,768  20,063,367
GBAB  GGM18,198,447    9,803,228
GGM 
GPM
8,574,293 48,342,588
GPM 
GOF
48,342,588 
GOF 40,911,301 47,951,281
 
5
6


THE PROPOSAL: ELECTION OF TRUSTEES

Introduction
The rules of the NYSE require each Fund to hold an annual meeting of shareholders to elect Trustees each fiscal year. Shareholders of the Funds are being asked to elect to Trustees in the following manner:

(a)With respect to each of FMO, GBAB, GGM, and GPM:

(i)   To elect, as Class II Trustees, the Trustee nominees named in this proxy statement (Mr. Thomas F. Lydon, Jr. and Mr. Ronald A. Nyberg) to serve until each Fund’s 2024 annual meeting of shareholders or until their respective successors shall have been elected and qualified.
(i)To elect, as Class I Trustees, the Trustee nominees named in this proxy statement (Mr. Randall C. Barnes, Ms. Angela Brock-Kyle, Mr. Donald A. Chubb, Jr.) to serve until each Fund’s 2023 annual meeting of shareholders or until their respective successors shall have been elected and qualified.

(b)With respect to GOF only:

(i)To elect, as Class I Trustees, the Trustee nominees named in this proxy statement (Mr. Randall C. Barnes, Ms. Angela Brock-Kyle, Mr. Donald A. Chubb, Jr., Mr. Roman Friedrich III, and Ms. Amy J. Lee) to serve until the Fund’s 2022(i)   To elect, as Class II Trustees, the Trustee nominees named in this proxy statement (Mr. Thomas F. Lydon, Jr., Mr. Ronald A. Nyberg, Ms. Sandra G. Sponem, and Mr. Ronald E. Toupin, Jr.) to serve until the Fund’s 2023 annual meeting of shareholders or until their respective successors shall have been elected and qualified.

Composition of the Board of Trustees

FMO, GBAB, GGM, and GPM:
The Trustees of FMO, GBAB, GGM, and GPM are classified into three classes of Trustees, as follows:
Class I Trustee* Trustees*
Class II Trustees**
Class III Trustees***
Randall C. BarnesJerry B. FarleyAmy J. Lee
Angela Brock-KyleRoman Friedrich IIISandra G. Sponem
Donald A. Chubb, Jr.Thomas F. Lydon, Jr.Ronald E. Toupin, Jr.

Ronald A. Nyberg 

*
Class I Trustees are expected to next stand for election in 2023. Mr. Chubb will retire from each Board of Trustees effective as of the Annual Meeting in accordance with the Independent Trustees Retirement Policy of the Funds.
**
Class II Trustees are standing for election at the Annual Meeting, and are expected to next stand for election in 2024.  Dr. Farley and Mr. Friedrich are not standing for election at the Annual Meeting and will retire from each Board of Trustees effective as of the Annual Meeting in accordance with the Independent Trustees Retirement Policy of the Funds.
***  Class III Trustees are expected to next stand for election in 2022.
7

GOF:
The Trustees of GOF are classified into two classes of Trustees, as follows:

Class I Trustees*
Class II Trustees**
Randall C. BarnesJerry B. Farley
Angela Brock-KyleThomas F. Lydon Jr.
Donald A. Chubb, Jr.Ronald A. Nyberg
Roman Friedrich IIISandra G. Sponem
Amy J. LeeRonald E. Toupin, Jr.

*
Class I Trustees are expected to next stand for election in 2022. Messrs. Chubb and Friedrich will retire from each Board of Trustees effective as of the Annual Meeting in accordance with the Independent Trustees Retirement Policy of the Funds.
**
Class II Trustees are standing for election at the Annual Meeting, and are expected to next stand for election in 2023.
** Class II Trustees are expected to next stand for election in 2021. 
*** 
Class III Trustees are expected to next stand for election in 2022.
6


GOF:
The Trustees of GOF are classified into two classes of Trustees, as follows:
Class I Trustee* Class II Trustees** 
Randall C. Barnes Jerry B.Dr. Farley
Angela Brock-Kyle Thomas F. Lydon Jr. 
Donald A. Chubb, Jr. Ronald A. Nyberg 
Roman Friedrich III Sandra G. Sponem 
Amy J. Lee Ronald E. Toupin, Jr. 
* 
Class I Trustees areis not standing for election at the Annual Meeting and are expected to next stand for electionwill retire from each Board of Trustees effective as of the Annual Meeting in 2022.
accordance with the Independent Trustees Retirement Policy of the Funds.
** Class II Trustees are expected to next stand for election in 2021. 
Election of Trustees
Each Trustee nominee, if elected at the Annual Meeting, will hold office for a term in accordance with his or her respective Class or until his or her respective successor shall have been elected and shall have qualified or until he or she resigns or is otherwise removed. The other Trustees of the Funds will continue to serve under their current terms and will stand for election at subsequent annual meetings of shareholders as indicated above.
Unless authority is withheld or other instructions are provided, it is the intention of the persons named in the proxy card to vote “FOR” each of the Trustee nominees named above. Each Trustee nominee has consented to serve as a Trustee of each Fund if elected at the Annual Meeting. If a designated Trustee nominee declines or otherwise becomes unavailable for election, however, the proxy confers discretionary power on the persons named therein to vote in favor of a substitute Trustee nominee or nominees.
Trustees
     Effective in November 2019, the membership of the Board of the Funds and the boards of the other funds advised by the investment advisers to the Funds and their affiliates (the “Guggenheim Family of Funds”) was aligned and consolidated such that funds in the Guggenheim Family of Funds are overseen by the same group of trustees. The board of trustees of each trust of the Guggenheim Family of Funds separately determined such alignment and consolidation is in the best interests of the funds in the Guggenheim Family of Funds overseen by such boards. This alignment and consolidation was undertaken in light of a variety of factors, including the opportunity to enhance the diversity of these boards, address trustee succession needs, further streamline and enhance the effectiveness of board oversight, and other potential benefits, including the potential over time for economies of scale for fund shareholders as certain costs are spread over a larger asset base.
Certain information concerning the Trustees and the officers of each of the Funds is set forth in the table below. Independent Trustees are those who are not
7


interested persons of (i) the Funds, (ii) Guggenheim Funds Investment Advisors, LLC (“Guggenheim Funds” or the “Adviser”), each Fund’s investment adviser, (iii) Tortoise Capital Advisors, L.L.C., investment sub-adviser to FMO or (iv)(iii) Guggenheim Partners Investment Management, LLC (“GPIM” or the “Sub-Adviser”), each Fund’s investment sub-adviser, to GBAB, GGM, GPM, and GOF, and who satisfy the requirements contained in the definition of “independent” as defined in Rule 10A-3 under the Securities Exchange Act of 1934 (the “Independent Trustees”).The. The Fund Complex consists of U.S. registered investment companies advised or serviced by Guggenheim Funds or its affiliates. The Fund Complex is composed of seven closed-end funds (including the Funds) and 150 open-end funds advised or serviced by the Adviser or its affiliates.
8
Name, Address(1) and Age
Position(s) Held with FundsTerm of Office and Length of Time ServedPrincipal Occupation During The Past Five YearsNumber of Portfolios in Fund Complex Overseen by TrusteeOther Directorships held by Trustee During the Past Five Years
INDEPENDENT TRUSTEES:    
Other
Term of
Directorships
Office
Number of
held by
and
Portfolios in
Trustee
Name,
Position(s)
 Length
Fund Complex
During
Address(1)
Held with
of Time
Principal Occupation
Overseen by
the Past
and Age
Funds
Served
During The Past Five Years
Trustee
Five Years
INDEPENDENT TRUSTEES:
Randall C. Barnes
Year of birth: 1951
Trustee
†
Current: Private Investor (2001-present).
157 Current: Purpose 
Year of birth: 1951 

Investments 
Former: Senior Vice President &
Funds 
Treasurer, PepsiCo, Inc. (1993-1997),
(2013-present). 

President, Pizza Hut International
(1991-1993) and Senior Vice President,
Strategic Planning and New Business
Former: Managed 
Development, PepsiCo, Inc. (1987-1990).157
Current: Purpose Investments Funds (2013-present).

Former: Managed Duration Investment Grade Municipal Fund (2003-2016).

Angela Brock-Kyle
Year of Birth: 1959
Trustee
†
Investment Grade 
Municipal Fund 
(2003-2016). 
Angela Brock-Kyle Trustee † Current: Founder and Chief Executive 156 Current: Hunt 
Year of Birth: 1959 
Officer, B.O.A.R.D.S. (2013-present).

Companies, Inc. 
(2019-present). 
Former: Senior Leader, TIAA (1987-2012).156
Current: Bowhead Insurance GP, LLC (2020-present); and Hunt Companies, Inc (2019-present).

Former: Infinity Property & Casualty Corp. (2014-2018).

Former: Infinity 
Property & 
Casualty Corp. 
(2014-2018). 
Donald A. Trustee † Current: Retired 156 Former: Midland 
Chubb, Jr.*
Care, Inc. 
Year of Birth: 1946
Trustee
†
Current: Retired

Former: Business broker and manager of
(2011-2016). 
commercial real estate, Griffith & Blair, Inc. (1997-2017).

156
Former: Midland Care, Inc. (2011-2016).
Jerry B. Farley*
Year of Birth: 1946
Trustee
Inc. (1997-2017). †
Jerry B. Farley Trustee † Current: President, Washburn University (1997-present).156
Current: CoreFirst Bank & Trust (2000-present).

Former: Westar Energy, Inc. (2004-2018).

Roman
Friedrich III*
Year of Birth: 1946
(1997-present). 
Bank & Trust 
Trustee
†
(2000-present). 
Former: Westar 
Energy, Inc. 
(2004-2018). 
Roman Trustee † Current: Founder and Managing Partner 156 Current: Zincore 
Friedrich III 
of Roman Friedrich & Company (1998-present).156
Former: Zincore Metals, Inc. (2009-2019).
Thomas F Lydon, Jr.
Year of Birth: 1946 
birth: 1960
Trustee
(1998-present). †
Current: President, Global Trends Investments (1996-present); Co-CEO, ETF Flows, LLC (2019-present); CEO, Lydon Media (2016-present).
(2009-present)156
Current: US Global Investors (GROW) (1995- present).
Former: Harvest Volatility Edge Trust (3) (2017-2019).

8
9



Name, Address(1) and Age
Position(s) Held with FundsTerm of Office and Length of Time ServedPrincipal Occupation During The Past Five YearsNumber of Portfolios in Fund Complex Overseen by TrusteeOther Directorships held by Trustee During the Past Five Years
INDEPENDENT TRUSTEES: (continued)
   
Other
Term of
Directorships
Office
Number of
held by
and
Portfolios in
Trustee
Name,
Position(s)
 Length

Fund Complex
During
Address(1)
Held with
of Time
Principal Occupation
Overseen by
the Past
and Age
Funds
Served
During The Past Five Years
Trustee
Five Years
INDEPENDENT TRUSTEES: (continued)
Thomas F. Trustee † Current: President, Global Trends 156 Current: US 
Lydon, Jr. 
Investments (1996-present); Co-CEO, 
Global Investors 
Year of Birth: 1960 
ETF Flows, LLC (2019-present); CEO, 
(GROW) (1995- 
Lydon Media (2016-present). 
present). 
Former: Harvest 
Volatility Edge 
Trust (3) (2017- 
2019). 
Ronald A. NybergTrustee † Current: Partner, Momkus LLC 157 Current: PPM 
Year of birth: 1953
(2016-present). 
Funds (9) (2018 - 
Trustee
†
Current: Of Counsel, Momkus LLP (2016-present).

present); Edward- 
Former: Partner, Nyberg & Cassioppi,
Elmhurst 
LLC (2000-2016); Executive Vice President, Healthcare 
General Counsel and Corporate Secretary
System (2012- 
of Van Kampen Investments (1982-1999).157
Current: PPM Funds (3) (2018- present); Edward Elmhurst Healthcare System (2012- present).
present)

Former: Western Asset Inflation-Linked Opportunities & Income Fund (2004-2020); Western
Asset Inflation- 
Linked 
Opportunities & 
Inflation-Linked Income Fund
(2004-present)(2003-2020);
Western Asset 
Inflation-Linked 
IncomeManaged Duration Investment Grade Municipal Fund
(2003-2016).
(2003-present). 

Former: Managed 
Duration 
Investment Grade 
Municipal Fund 
(2003-2016). 
Sandra G. SponemTrustee † Current: Retired. 156 Current: SPDR 
Year of Birth: 1958
Trustee
Series Trust (78) 
†
Current: Retired

Former: Senior Vice President and
(2018-present); 
Chief Financial Officer, M.A.
SPDR Index 
Mortenson-Companies, Inc. (2007-2017).
 
156
Current: SPDR Series Trust (81) (2018-present); SPDR Index Shares Funds (31) (30) (2018-present); SSGA Active Trust (14) (2018-present).

Former: SSGA Master Trust (1) (2018-2020);

Ronald E Toupin, Jr.
Year of birth: 1958
Trustee
†
(2018-present); 
SSGA Active 
Trust (12) (2018- 
present); and 
SSGA Master 
Trust (1) (2018- 
present). 
Ronald E. Trustee † Current: Portfolio Consultant (2010- 156 Current: Western 
Toupin, Jr. 
present); Member, Governing Council,
Asset Inflation- 
Year of birth: 1958 
Independent Directors Council (2013-
Linked 
present); Governor, Board of Governors,
Opportunities & 
Investment Company Institute
Income Fund 
(2018-present).

(2004-present); 
Western Asset 
Former: Member, Executive Committee,
Inflation-Linked 
Independent Directors Council (2016-2018); Income Fund 
Vice President, Manager and Portfolio
(2003-present). 
Manager, Nuveen Asset Management (1998- 
1999)(1998-1999); Vice President, Nuveen Investment
Former: Managed 
Advisory Corp. (1992-1999); Vice President Duration 
and Manager, Nuveen Unit Investment
Investment Grade 
Trusts (1991-1999); and Assistant Vice
Municipal Fund 
President and Portfolio Manager, Nuveen
(2003-2016). 
Unit Investment Trusts (1988-1999), each
��of John Nuveen & Co., Inc. (1982-1999).

156
Former: Western Asset Inflation- Linked Opportunities & Income Fund (2004-2020); Western Asset Inflation-Linked Income Fund (2003- 2020); Managed Duration Investment Grade Municipal Fund (2003-2016).
9
10


Name, Address(1) and Age
Position(s) Held with FundsTerm of Office and Length of Time ServedPrincipal Occupation During The Past Five YearsNumber of Portfolios in Fund Complex Overseen by TrusteeOther Directorships held by Trustee During the Past Five Years
INTERESTED TRUSTEE:   
Amy J. Lee**
Other
TermYear of
Directorships
Office
Number of birth: 1961
held by
and
Portfolios inInterested
Trustee
Name,†
Position(s) 
Length
Fund Complex
During
Address(1)
Held with
of Time
Principal Occupation
Overseen by
the Past
and Age
Funds
Served
During The Past Five Years
Trustee
Five Years
INTERESTED TRUSTEE:
Amy J. Interested † Current: Interested Trustee, certain other 156 None 
Lee* 
funds in the Fund Complex (2018-present);
Year of birth: 1961 
Chief Legal Officer, certain other funds in
the Fund Complex (2014-present); Vice
President, certain other funds in the Fund
Complex (2007-present); Senior Managing
Director, Guggenheim Investments
(2012-present).

Former: President and Chief Executive
Officer, certain other funds in the Fund
Complex (2017- 2019); Vice President,
Associate General Counsel and Assistant
Secretary, Security Benefit Life Insurance
Company and Security Benefit Corporation
(2004-2012).		156
(2004-2012). 
None

(1)
The business address of each Trustee is Guggenheim Investments, 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606.
*
Mr. Chubb, Dr. Farley and Mr. Friedrich are not standing for election at the Annual Meeting and will serve until April 8, 2021, when they are expected to retire.
**
Ms. Lee is deemed to be an “interested person” of the Funds under the 1940 Act by reason of her position with the Adviser and/or affiliates of the Adviser.
†
Each Trustee is generally expected to serve a term as set forth herein under “Composition of the Board of Trustees.” Each Trustee has served as a Trustee of each respective Fund since the year shown below:
 GBABGGMGPMGOF
Independent Trustees    
Barnes2010201320052007
Brock-Kyle2019201920192019
Chubb2014201420142014
Farley2014201420142014
Friedrich2010201320112010
Lydon2019201920192019
Nyberg2010201320052007
Sponem2019201920192019
Toupin2010201320052007
Interested Trustee    
Lee2018201820182018
      
 
FMO 
GBAB 
GGM 
GPM 
GOF 
Independent Trustees 
     
Barnes 2004 2010 2013 2005 2007 
Brock-Kyle 2019 2019 2019 2019 2019 
Chubb 2014 2014 2014 2014 2014 
Farley 2014 2014 2014 2014 2014 
Friedrich 2011 2010 2013 2011 2010 
Lydon 2019 2019 2019 2019 2019 
Nyberg 2004 2010 2013 2005 2007 
Sponem 2019 2019 2019 2019 2019 
Toupin 2004 2010 2013 2005 2007 
Interested Trustee 
     
Lee 2018 2018 2018 2018 2018 

Trustee Qualifications
The Trustees were selected to serve on the Board based upon their skills, experience, judgment, analytical ability, diligence, ability to work effectively with other Trustees, availability and commitment to attend meetings and perform the responsibilities of a Trustee and a willingness to take an independent and questioning view of management.
The following is a summary of the experience, qualifications, attributes and skills of each Trustee that support the conclusion, as of the date of the date
11
hereof, that each Trustee should serve as a Trustee in light of the Funds’ business and structure. References to the qualifications, attributes and skills of Trustees do
10


not constitute the holding out of any Trustee as being an expert under Section 7 of the Securities Act of 1933.
Randall C. Barnes. Mr. Barnes has served as a trustee of certain funds in the Fund Complex since 2004. Through his service as a Trustee of the Funds and a trustee of other funds in the Fund Complex, as well as Chair of the Valuation Oversight Committee, his service on other registered investment company boards, prior employment experience as President of Pizza Hut International and as Treasurer of PepsiCo, Inc. and his personal investment experience. Mr. Barnes is experienced in financial, accounting, regulatory and investment matters.
Angela Brock-Kyle. Ms. Brock-Kyle has served as a trustee of certain funds in the Fund Complex since 2016. Through her service as a trustee of other funds in the Fund Complex, prior employment experience, including at TIAA where she spent 25 years in leadership roles, and her experience serving on the boards of public, private and non-profit organizations, including service as audit committee chair and as a member of governance and nominating committees, Ms. Brock-Kyle is experienced in financial, accounting, governance and investment matters.
Donald A. Chubb, Jr. Mr. Chubb has served as a trustee of certain funds in the Fund Complex since 1994. Through his service as a Trustee of the Funds and a trustee of other funds in the Fund Complex, his prior experience in the commercial brokerage and commercial real estate market, and service as a director of Fidelity State Bank and Trust Company (Topeka, KS), Mr. Chubb is experienced in financial, regulatory and investment matters.
Dr. Jerry B. Farley. Dr. Farley has served as a trustee of certain funds in the Fund Complex since 2005. Dr. Farley currently serves as President of Washburn University and previously served in various executive positions for the University of Oklahoma and Oklahoma State University. He has also been a Certified Public Accountant since 1972 and, although he has not practiced public accounting, his business responsibilities at educational institutions have included all aspects of financial management and reporting. Through his service as a Trustee of the Funds and trustee of other funds in the Fund Complex, as well as Chair of the Audit Committee, and his experience in the administration of the academic, business and fiscal operations of educational institutions, including currently serving as President of Washburn University, and service on other boards, Dr. Farley is experienced in accounting, financial, regulatory and investment matters. The Board has determined that Dr. Farley is an “audit committee financial expert” as defined by the SEC.

Roman Friedrich III. Mr. Friedrich has served as a trustee of certain funds in the Fund Complex since 2003. Through his service as a Trustee of the Funds and a trustee of other funds in the Fund Complex, as well as Chair of the Contracts Review Committee, his prior service on other public company boards, his experience as Founder and Managing Partner of Roman Friedrich & Company, a financial advisory firm, and his prior experience as a
12
senior executive of various
11


financial securities firms, Mr. Friedrich is experienced in financial, investment and regulatory matters.
Amy J. Lee. Ms. Lee has served as a trustee of certain funds in the Fund Complex since 2018. Through her service as a Trustee of the Funds, her service as Chief Legal Officer of the Fund Complex, her service as Senior Managing Director of Guggenheim Investments, as well as her prior experience as Associate General Counsel, Vice President and Assistant Secretary of Security Benefit Corporation, Ms. Lee is experienced in financial, legal, regulatory and governance matters.
Thomas F. Lydon, Jr. Mr. Lydon has served as a trustee of certain funds in the Fund Complex since 2005. Through his service as a trustee of other funds in the Fund Complex, his service as Chair of the Contracts Review Committee, his experience as President of Global Trends Investments, a registered investment adviser, his service on the board of U.S. Global Investors, Inc. (GROW), an investment adviser and transfer agent, as well as his prior service on another registered investment company board and his authorship and editorial experience regarding exchange-traded funds, Mr. Lydon is experienced in financial, investment and governance matters.
Ronald A. Nyberg.Mr. Nyberg has served as a trustee of certain funds in the Fund Complex since 2003. Through his service as a Trustee of the Funds and a trustee of other funds in the Fund Complex, as well as Chair of the Nominating & Governance Committee, his service on other registered investment company boards, his professional training and experience as an attorney and his former experience as partner of athe law firm, Momkus LLC, and his prior employment experience, including as an attorney and partner of a law firm, Nyberg & Cassioppi, LLC, and Executive Vice President and General Counsel of Van Kampen Investments, an asset management firm, Mr. Nyberg is experienced in financial, regulatory and governance matters.
Sandra G. Sponem. Ms. Sponem has served as a trustee of certain funds in the Fund Complex since 2016. Through her service as a trustee of other funds in the Fund Complex, her service as Chair of the Audit Committee, her service on other registered investment company boards, her prior employment experience, including as Chief Financial Officer of Piper Jaffray Companies, Inc. (now Piper Sandler Companies) and its predecessor, U.S. Bancorp Piper Jaffray, Inc., and as Senior Vice President and Chief Financial Officer of M.A. Mortenson Company, a construction and real estate development company, her Certified Public Accountant designation and previously held securities licenses and extensive knowledge of accounting and finance and the financial services industry, Ms. Sponem is experienced in accounting, financial, governance and investment matters. The Board has determined that Ms. Sponem is an “audit committee financial expert” as defined by the SEC.
Ronald E. Toupin, Jr. Mr. Toupin has served as a trustee of certain funds in the Fund Complex since 2003. Mr. Toupin currently serves on the Governing Council of the Independent Directors Council (IDC) of the Investment Company Institute (ICI) and on the Board of Governors of the ICI. Through his service as a
13
Trustee and a trustee of other funds in the Fund Complex, as well as the Independent Chair of the Board, his prior service on other registered investment company boards, and his professional training and prior employment experience,
12


including Vice President and Portfolio Manager for Nuveen Asset Management, an asset management firm, Mr. Toupin is experienced in financial, regulatory and investment matters.
Each Trustee also has considerable familiarity with the Funds, the Funds’ investment advisers and other service providers, and their operations, as well as the special regulatory requirements governing registered investment companies and the special responsibilities of investment company trustees as a result of his/her substantial prior service as a Trustee of the Funds and/or other funds in the Fund Complex, or with respect to Ms. Lee, her extensive experience in the financial industry, including her experience with the parent of the investment advisers of the funds of the Fund Complex.
Executive Officers
The following information relates to the executive officers of the Funds who are not Trustees. Fund officers receive no compensation from the Funds but may also be officers or employees of the Adviser, a Sub-Adviser or affiliates of the Adviser or a Sub-Adviser and may receive compensation in such capacities.

Term of

Office and
Name,
Length
Address(1) and Age
Title
Term of Office and Length Of Time Served(2
of Time
Principal Occupation
and Age
Title
Served(2)
During the Past Five Years
Brian E. Binder
Year of birth: 1972
President and Chief Executive Officer
Since 2018
Current: President and Chief Executive Officer,
Year of birth: 1972 and 
certain other funds in the Fund Complex (2018- 
Chief 
present)(2018-present); President, Chief Executive Officer and
Executive Chairman of the Board of Managers, Guggenheim
Officer 
Funds Investment Advisors, LLC (2018-present);
President and Chief Executive Officer, Security
Investors, LLC (2018-present); Board Member of
Guggenheim Partners Fund Management
(Europe) Limited (2018-present); Senior
Managing Director and Chief Administrative
Officer, Guggenheim Investments (2018-present).

Former: Managing Director and President,
Deutsche Funds, and Head of US Product,
Trading and Fund Administration, Deutsche Asset
Management (2013-2018); Managing Director,
Head of Business Management and Consulting,
Invesco Ltd. (2010-2012).

Bryan Stone
Year of birth: 1979
Vice President
Since 2014
Current: Vice President, certain other funds in
Year of birth: 1979 President 
the Fund Complex (2014-present); Managing
Director, Guggenheim Investments (2013- 
(2013-present).

present). 
Former: Senior Vice President, Neuberger
Berman Group LLC (2009-2013); Vice President,
Morgan Stanley (2002-2009).


13
14



Term of

Office and
Name,
Length
Address(1) and Age
Title
Term of Office and Length Of Time Served(2
of Time
Principal Occupation
and Age
Title
Served(2)
During the Past Five Years
Joanna CatalucciChief Since 2012 Current: Chief Compliance Officer, certain funds 
Year of birth: 1966
Compliance in the Fund Complex (2012-present); Senior 
Officer 
Managing Director, Guggenheim Investments 
Chief Compliance Officer
(2014-present). 
Since 2012
Former: Anti-Money LaunderingCurrent: Chief Compliance
Officer, certain funds in the Fund Complex (2016- 
(2012-present); Senior Managing Director, Guggenheim Investments (2014-present).

present)Former: Anti-Money Laundering Compliance Officer, certain funds in the Fund Complex (2016-2020); Chief Compliance Officer & Secretary,
certain other funds in the Fund Complex (2008- 
2012)(2008-2012); Senior Vice President & Chief Compliance
Officer, Security Investors, LLC and certain
affiliates (2010-2012); Chief Compliance Officer
and Senior Vice President, Rydex Advisors, LLC
and certain affiliates (2010-2011).

John Sullivan
Year of birth: 1955
Chief Financial Officer, Chief Accounting Officer and Treasurer
Since 2010
Current: Chief Financial Officer, Chief
Year of birth: 1955 Financial
Accounting Officer and Treasurer of certain funds
Officer, 
in the Fund Complex (2010-present); Senior 
Chief 
Managing Director, Guggenheim Investments
Accounting (2010-present).

Officer and 
Treasurer 
Former: Managing Director and Chief
Compliance Officer, each of the funds in the Van
Kampen Investments fund complex (2004-2010);
Managing Director and Head of Fund Accounting
and Administration, Morgan Stanley Investment
Management (2002-2004); Chief Financial
Officer and Treasurer, Van Kampen Funds (1996- (1996-2004).

2004). 
Mark E. Mathiasen
Year of birth: 1978
SecretarySince 2007
Current: Secretary, certain other funds in the Fund
Year of birth: 1978 
Complex (2007-present); Managing Director,
Guggenheim Investments (2007-present).

Michael P. MegarisAssistant Since 2014 Current: Assistant Secretary, certain other funds 
Year of birth: 1984
Secretary 
in the Fund Complex (2014-present); Director, 
Guggenheim Investments (2012-present). 
James Howley Assistant SecretarySince 2007 Current: Managing Director, Guggenheim 
Year of birth: 1972 Treasurer 2014
Investments (2004-present);Current: Assistant Treasurer, 
Secretary, certain other funds in the Fund Complex (2006- 
(2014-present); Director, Guggenheim Investments (2012-present).
present). 

James Howley
Year of birth: 1972
 
Assistant Treasurer		Since 2007
Current: Managing Director, Guggenheim Investments (2004-present); Assistant Treasurer, certain other funds in the Fund Complex (2006-present).

Former: Manager, Mutual Fund Administration of
Van Kampen Investments, Inc. (1996-2004).

Kimberly Scott
Year of Birth: 1974
Assistant TreasurerSince 2012
Current: Director, Guggenheim Investments
Year of Birth: 1974 Treasurer 
(2012-present); Assistant Treasurer, certain other
funds in the Fund Complex (2012-present).

Former: Financial Reporting Manager for
Invesco, Ltd. (2010-2011); Vice
President/Assistant Treasurer, Mutual Fund
Administration for Van Kampen Investments,
Inc./Morgan Stanley Investment Management
(2009-2010); Manager- Mutual Fund
Administration for Van Kampen Investments,
Inc./Morgan Stanley Investment Management
(2005-2009).


14
15



Term of

Office and
Name,
Length
Address(1) and Age
Title
Term of Office and Length Of Time Served(2
of Time
Principal Occupation
and Age
Title
Served(2)
During the Past Five Years
Glenn McWhinnie
William Rehder 
Year of birth: 1969
Assistant
Since 2019
Current: Managing Director, Guggenheim 
Year of Birth: 1967 Vice 
Investments (2002-present). 
President 
Glenn McWhinnie Assistant TreasurerSince 2016
Current: Vice President, Guggenheim Investments
Year of birth: 1969 Treasurer 
(2009-present); Assistant Treasurer, certain other
funds in the Fund Complex (2016-present).

Former: Tax Compliance Manager, Ernst &
Young LLP (1996-2009).

Jon Szafran
Year of birth: 1989
Assistant TreasurerSince 2017
Current: Vice President, Guggenheim Investments
Year of birth: 1989 Treasurer 
(2017-present); Assistant Treasurer, certain other
funds in the Fund Complex (2017-present).

Former: Assistant Treasurer of Henderson Global
Funds and Manager of US Fund Administration,
Henderson Global Investors (North America) Inc.
(“HGINA”) (2017); Senior Analyst of US Fund
Administration, HGINA (2014-2017); Senior
Associate of Fund Administration, Cortland
Capital Market Services, LLC (2013-2014);
Experienced Associate, PricewaterhouseCoopers
LLP (2012-2013).

(1)
The business address of each officer of the Funds is Guggenheim Investments, 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606, unless otherwise noted. 60606.
(2)
Officers serve at the pleasure of the Board and until his or her successor is appointed and qualified or until his or her resignation or removal. The year set forth above is the earliest year in which the officer was appointed as an officer of any Fund.
Board Leadership Structure
The primary responsibility of the Board is to represent the interests of the Funds and to provide oversight of the management of the Funds. The Funds’ day-to-day operations are managed by the Adviser, the applicable Sub-Adviser and other service providers who have been approved by the Board. The Board is currently comprised of ten Trustees, nine of whom (including the chairperson) are Independent Trustees. Generally, the Board acts by majority vote of all the Trustees, including a majority vote of the Independent Trustees if required by applicable law.
The Board has appointed an Independent Chair, Ronald E. Toupin, Jr., who presides at Board meetings and who is responsible for, among other things, participating in the planning of Board meetings, setting the tone of Board meetings and seeking to encourage open dialogue and independent inquiry among the Trustees and management. In addition, the Independent Chair acts as a liaison with officers, counsel and other Trustees between meetings of the Board. The Independent Chair may also perform such other functions as may be delegated by the Board from time to time. The Board has established five standing committees (as described below) and has delegated certain responsibilities to those committees, each of which is comprised solely of Independent Trustees. The Board and its
15


committees meet periodically throughout the year to oversee the Funds’ activities, including through the review of the Funds’ contractual arrangements with service
16
providers and the Funds’ financial statements, compliance with regulatory requirements, and performance. The Board may also establish informal working groups from time to time to review and address the policies and practices of the Trust or the Board with respect to certain specified matters. The Independent Trustees are advised by independent legal counsel experienced in Investment Company Act of 1940 (“1940 Act”) matters and are represented by such independent legal counsel at Board and committee meetings. The Board has determined that this leadership structure, including an Independent Chair, a supermajority of Independent Trustees and committee membership limited to Independent Trustees, is appropriate in light of the characteristics and circumstances of the Funds because it allocates responsibilities among the Committees and the Board in a manner that further enhances effective oversight. The Board considered, among other things: the number of portfolios that comprise the trusts in the Guggenheim Family of Funds overseen by members of the Board; the variety of asset classes those portfolios include; the net assets of each Fund and the Guggenheim Family of Funds; and the management, distribution and other service arrangements of each Fund and the Guggenheim Family of Funds. The Board may at any time and in its discretion change this leadership structure.
Board Committees
The Trustees have determined that the efficient conduct of the Funds’ affairs makes it desirable to delegate responsibility for certain specific matters to committees of the Board. The committees meet as often as necessary, either in conjunction with regular meetings of the Trustees or otherwise. The committees of the Board are the Executive Committee, the Audit Committee, the Nominating and Governance Committee, the Contracts Review Committee and the Valuation Oversight Committee.
Executive Committee. The Board has an Executive Committee, which is composed of Sandra G. Sponem and Ronald E. Toupin, Jr., each an Independent Trustee. In between meetings of the full Board, the Executive Committee generally may exercise all the powers of the full Board in the management of the business of the Funds. Mr. Toupin serves as Chair of the Executive Committee. However, the Executive Committee cannot, among other things, authorize dividends or distributions on shares, amend the bylaws or recommend to the shareholders any action which requires shareholder approval.
Audit Committee. The Board has an Audit Committee, which is composed of Randall C. Barnes, Angela Brock-Kyle, Donald A. Chubb, Jr., Jerry B. Farley, Roman Friedrich III, Thomas F. Lydon, Jr., Ronald A. Nyberg, Sandra G. Sponem, and Ronald E. Toupin, Jr., each of whom is an Independent Trustee (as defined herein) and is “independent” as defined by NYSE listing standards. Dr. FarleyMs. Sponem serves as Chair of the Audit Committee.
The Audit Committee is generally responsible for certain oversight matters, such as reviewing the Funds’ systems for accounting, financial reporting
16


and internal controls and, as appropriate, the internal controls of certain service
17
providers, overseeing the integrity of the Funds’ financial statements (and the audit thereof), as well as the qualifications, independence and performance of the Funds’ independent registered public accounting firm. The Audit Committee is also responsible for recommending to the Board the appointment, retention and termination of the Funds’ independent registered public accounting firm and acting as a liaison between the Board and the Funds’ independent registered public accounting firm. The Audit Committee is governed by a written charter (the “Audit Committee Charter”). The Audit Committee Charter is available under “News & Literature” on each Fund’s page at www.guggenheiminvestments.com/cef.
The Audit Committee presents the following report on behalf of each Fund:
The Audit Committee of the Board is charged with selecting an independent registered public accounting firm for the Funds and reviewing accounting matters with the independent accountants. The Audit Committee reviews the Funds’ annual financial statements with both management and the Funds’ independent registered public accounting firm and the Audit Committee meets periodically with the independent accountants to consider their evaluation of the Fund’sFunds’ financial and internal controls. In addition to being Independent Trustees as defined above, each member of the Audit Committee also meets the additional independence requirements of the New York Stock Exchange.
The Audit Committee, in discharging its duties, has met with and held discussions with management and the Funds’ independent accountants. The Audit Committee has reviewed and discussed the audited financial statements with management. Management has represented to the independent accountants that the Funds’ financial statements were prepared in accordance with generally accepted accounting principles.
The Audit Committee has also discussed with the independent accountants the matters required to be discussed by Statement on Auditing Standards No. 114 (The Auditor’s Communications With Those Charged With Governance). and the applicable requirements of the Public Company Accounting Oversight Board (“PCAOB”) and the SEC. The independent accountants provided to the Audit Committee the written disclosure required by Public Company Accounting Oversight Board Rule 3526 (CommunicationPCAOB regarding the independent accountant’s communications with the Audit Committees Concerning Independence)Committee concerning independence , and the Audit Committee discussed with representatives of the independent registered public accounting firm their firm’s independence.
Based on the Audit Committee’s review and discussions with management and the independent accountants, the representations of management and the reports of the independent registered public accounting firm to the Audit Committee, the Audit Committee recommended and approved, pursuant to authority delegated by Board of Trustees of the Funds, that the audited financial statements be included in the Funds’ annual report.
17


reports. The members of the Audit Committee are Randall C. Barnes, Angela Brock-Kyle,Brock-

18
Kyle, Donald A. Chubb, Jr., Jerry B. Farley, Roman Friedrich III, Thomas F. Lydon, Jr., Ronald A. Nyberg, Sandra G. Sponem, and Ronald E. Toupin, Jr.
Nominating and Governance Committee. The Board has a Nominating and Governance Committee, which is composed of Randall C. Barnes, Angela Brock-Kyle, Donald A. Chubb, Jr., Jerry B. Farley, Roman Friedrich III, Thomas F. Lydon, Jr., Ronald A. Nyberg, Sandra G. Sponem, and Ronald E. Toupin, Jr., each of whom is an Independent Trustee and is “independent” as defined by NYSE listing standards. Mr. Nyberg serves as Chair of the Nominating and Governance Committee.
The Nominating and Governance Committee is governed by a written charter (the “Nominating and Governance Committee Charter”). The Nominating and Governance Committee Charter is available under “News & Literature” on each Fund’s page at www.guggenheiminvestments.com/cefcef..
The purpose of the Nominating and Governance Committee is to review matters pertaining to the composition, committees, and operations of the Board. The Nominating and Governance Committee is responsible for recommending qualified candidates to the Board in the event that a position is vacated or created. The Nominating and Governance Committee would consider recommendations by shareholders if a vacancy were to exist and shall assess shareholder recommendations in the same manner as it reviews its own candidates. The Board does not have a standing compensation committee.
In considering Trustee nominee candidates, the Nominating and Governance Committee requires that Trustee candidates have a college degree or equivalent experience and may take into account a wide variety of factors in considering Trustee candidates, including (but not limited to): availability and commitment of a candidate to attend meetings and perform his or her responsibilities on the Board, relevant industry and related experience, educational background, financial expertise, the candidate’s ability, judgment and expertise and overall diversity of the Board’s composition. The Nominating and Governance Committee may consider candidates recommended by various sources, including (but not limited to): such Fund’s current Trustees, officers, investment advisers and shareholders. The Nominating and Governance Committee will not nominate a person for election to the Board as an Independent Trustee in contravention of its Independent Trustee Retirement Policy. The Nominating and Governance Committee may, but is not required to, retain a third party search firm to identify potential candidates.
A Trustee candidate must (i) be prepared to submit written answers to a questionnaire seeking professional and personal information that will assist the Nominating and Governance Committee to evaluate the candidate and to determine, among other matters, whether the candidate would qualify as a Trustee who is not an “interested person” of the Funds as such term is defined under the 1940 Act; (ii)
18


be prepared to submit character references and agree to appropriate background
19
checks; and (iii) be prepared to meet with one or more members of the Nominating and Governance Committee at a time and location convenient to those Nominating and Governance Committee members in order to discuss the nominee’s qualifications.
The Nominating and Governance Committee will consider Trustee candidates recommended by shareholders of the Funds. The Nominating and Governance Committee will consider and evaluate trustee nominee candidates properly submitted by shareholders on the same basis as it considers and evaluates candidates recommended by other sources.
In considering Trustee nominee candidates, the Nominating and Governance Committee takes into account a wide variety of factors, including the overall diversity of the Board’s composition. The Nominating and Governance Committee believes the Board generally benefits from diversity of background, experience and views among its members, and considers this a factor in evaluating the composition of the Board, but has not adopted any specific policy in this regard.
To have a candidate considered by the Nominating and Governance Committee, a shareholder must submit the recommendation in writing and must include the information required by the “Procedures for Shareholders to Submit Nominee Candidates” that are set forth as Appendix B to the Nominating and Governance Committee Charter. Shareholder recommendations must be sent to the Funds’ Secretary, c/o Guggenheim Funds Investment Advisors, LLC, 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606.
The nominees for election at the Annual Meeting currently serve as Trustees and were unanimously nominated by the Board of Trustees and the Nominating and Governance Committee.
Contracts Review Committee. The Board has a Contracts Review Committee, which is composed of Randall C. Barnes, Angela Brock-Kyle, Donald A. Chubb, Jr., Jerry B. Farley, Roman Friedrich III, Thomas F. Lydon, Jr., Ronald A. Nyberg, Sandra G. Sponem, and Ronald E. Toupin, Jr., each of whom is an Independent Trustee. Mr. FriedrichLydon serves as Chair of the Contracts Review Committee. The purpose of the Contracts Review Committee is to assist the Board in overseeing the evaluation of certain contracts to which a Fund is or is proposed to be a party to ensure that the interests of the Fund and its shareholders are served by the terms of these contracts. The Committee’s primary function is to oversee the process of evaluating existing investment advisory and subadvisory agreements, administration agreements, and distribution agreements. In addition, at its discretion or at the request of the Board, the Committee reviews and makes recommendations to the Board with respect to any contract to which a Fund is or is proposed to be a party.
Valuation Oversight Committee. The Board has a Valuation Oversight Committee, which is composed of Randall C. Barnes, Angela Brock-Kyle, Donald A. Chubb, Jr., Roman Friedrich III, and Sandra G. Sponem, each of whom is an
19


Independent Trustee. Mr. ChubbBarnes serves as Chair of the Valuation Oversight
20
Committee. The Valuation Oversight Committee assists the Board in overseeing the activities of Guggenheim’s Valuation Committee and the valuation of securities and other assets held by the Funds. Duties of the Valuation Oversight Committee include reviewing the Funds’ valuation procedures, evaluating pricing services that are being used for the Funds, and receiving reports relating to actions taken by Guggenheim’s Valuation Committee.
Board and Committee Meetings
Information regarding the number of meetings of the Board, Audit Committee, Nominating and Governance Committee, Contracts Review Committee and Valuation Oversight Committee of each Fund during such Fund’s most recently completed fiscal year is set forth in the table below (The Executive Committee did not meet during the fiscal year ends shown):
   
 
 
 
Nominating 
Contract 
Valuation 
 
 
Audit 
and 
Review 
Oversight 
Fiscal Year 
Board 
Committee 
Governance
Committee
Committee 
Fund
End 
Meetings 
Meetings 
Meetings* 
Fiscal Year EndBoard MeetingsAudit
Committee
Meetings		Nominating
and
Governance
Meetings		Contract
Review
Committee
Meetings		Valuation Oversight Committee Meetings
FMO 11/30/2019 4 6 3 2 4 
GBAB 5/31/2019 4 6 3 2 4 5/31/202066224
GGM 5/31/2019 4 6 3 2 4 5/31/202066224
GPM 12/31/2019 4 5 3 2 4 12/31/202065224
GOF 5/31/2019 4 6 3 2 4 5/31/202066224

Each Trustee attended at least 75% of the meetings of the Board (and any committee thereof on which he or she serves) held during the portion of each Fund’s fiscal year ended in 2019.2020.
Board’s Role in Risk Oversight
The day-to-day business of the Funds, including the day-to-day management and administration of the Funds and of the risks that arise from the Funds’ investments and operations, is performed by third-party service providers, primarily the Adviser or its affiliates. Consistent with its responsibility for oversight of the Funds, the Board is responsible for overseeing the service providers and thus, has oversight responsibility with respect to the risk management functions performed by those service providers. Risks to the Funds include, among others, investment risk, credit risk, valuation risk, compliance risk and operational risk, as well as the overall business risk relating to the Funds. Risk management seeks to identify and mitigate the potential effects of risks, i.e., events or circumstances that could have material adverse effects on the business, operations, investment performance or reputation of the Funds. Under the oversight of the Board, the service providers to the Funds employ a variety of processes, procedures and controls to seek to identify risks relevant to the operations of the Funds and to lessen the probability of the occurrence of such risks and/or to mitigate the effects of such events or circumstances if they do occur. Each service provider is responsible for one or more discrete aspects of the Funds’ business and
20


consequently, for managing risks associated with that activity. Each of the Adviser and other service providers has its own independent interest in risk management,
21
and its policies and methods of carrying out risk management functions will depend, in part, on its analysis of the risks, functions and business models. Accordingly, Board oversight of different types of risks may be handled in different ways. As part of the Board’s periodic review of each Fund’s advisory and other service provider agreements, the Board may consider risk management aspects of the service providers’ operations and the functions for which they are responsible.
The Board oversees risk management for the Funds directly and through the committee structure it has established. The Board has established the Audit Committee, the Nominating and Governance Committee, the Contracts Review Committee and the Valuation Oversight Committee to assist in its oversight functions, including its oversight of the risks each Fund faces. For instance, the Audit Committee receives reports from the Funds’ independent registered public accounting firm on internal control and financial reporting matters. In addition, the Board has established an Executive Committee to act on the Board’s behalf, to the extent permitted and as necessary, in between meetings of the Board. Each committee reports its activities to the Board on a regular basis. The Board also oversees the risk management of the Funds’ operations by requesting periodic reports from and otherwise communicating with various personnel of the Funds and their service providers, including, in particular, the Funds’ Chief Compliance Officer, their independent registered public accounting firm and Guggenheim Investments’ Chief Risk Officer and internal auditors for the Adviser or its affiliates, as applicable. In this connection, the Board requires officers of the Funds to report a variety of matters at regular and special meetings of the Board and its committees, as applicable, including matters relating to risk management. On at least a quarterly basis, the Board meets with the Funds’ Chief Compliance Officer, including separate meetings with the Independent Trustees in executive session, to discuss compliance matters and, on at least an annual basis, receives a report from the Chief Compliance Officer regarding the adequacy of the policies and procedures of the Funds and certain service providers and the effectiveness of their implementation. The Board, with the assistance of Fund management, reviews investment policies and risks in connection with its review of the Funds’ performance. In addition, the Board receives reports from the Adviser and Sub-Advisers,Sub-Adviser, as applicable, on the investments and securities trading of the Funds. With respect to valuation, the Valuation Oversight Committee oversees a pricing committee comprised of Fund officers and personnel of the Adviser. The Board has approved valuation procedures applicable to valuing the Funds’ securities and other assets, which the Valuation Oversight Committee and the Audit Committee periodically review. The Board also requires eachthe Adviser and Sub-Adviser, as applicable, to report to the Board on other matters relating to risk management on a regular and as-needed basis.
21


The Board recognizes that not all risks that may affect the Funds can be identified, that it may not be practical or cost-effective to eliminate or mitigate certain risks, that it may be necessary to bear certain risks (such as investment-related risks) to seek to achieve the Funds’ investment objectives, and that the
22
processes, procedures and controls employed to address certain risks may be limited in their effectiveness. As part of its oversight function, the Board receives and reviews various risk management reports and assessments and discusses these matters with appropriate management and other personnel. Moreover, despite the periodic reports the Board receives, it may not be made aware of all of the relevant information of a particular risk. Most of the Funds’ investment management and business affairs are carried out by or through the Adviser or its affiliates and other service providers, most of whom employ professional personnel who have risk management responsibilities and each of whom has an independent interest in risk management, which interest could differ from or conflict with that of the other funds that are advised by Adviser. The role of the Board and of any individual Trustee is one of oversight and not of management of the day-to-day affairs of the Funds and its oversight role does not make the Board a guarantor of the Funds’ investments, operations or activities. As a result of the foregoing and other factors, the Board’s risk management oversight is subject to limitations. The Board may at any time and in its discretion change how it administers its risk oversight function.
Trustee Communications
Shareholders and other interested parties may contact the Board or any Trustee by mail. To communicate with the Board or any Trustee, correspondence should be addressed to the Board or the Board members with whom you wish to communicate by either name or title. All such correspondence should be sent c/o the Secretary of the Fund or Funds at 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606.
Trustee Beneficial Ownership of Securities
The table below indicates the dollar range of equity securities of each Fund and funds in the Fund Complex beneficially owned by the Trustees as of December 31, 2019:2020:
22
23

 Dollar Range of Equity Securities in GBABDollar Range of Equity Securities in GGMDollar Range of Equity Securities in GPMDollar Range of Equity Securities in GOFAggregate dollar range of equity securities in all funds in the Fund Complex Overseen by the Trustee
Independent Trustees     
BarnesNoneOverNoneOverOver
  $100,000 $100,000$100,000
Brock-Kyle$10,001-NoneNoneNone$50,001-
 $50,000    
   $100,000
ChubbOver$1-$10,001-$10,001-Over
 $100,000$10,000$50,000$50,000$100,000
FarleyNoneNoneNoneNoneOver
     $100,000
FriedrichNone$50,001-NoneOverOver
  $100,000 $100,000$100,000
LydonNoneNoneNoneNoneOver
     $100,000
Nyberg$10,001-$1-$10,001-$10,001-Over
 $50,000$10,000$50,000$50,000$100,000
SponemNoneNoneNoneNoneOver
     $100,000
Toupin$50,001-$50,001-Over$50,001-Over
 $100,000$100,000$100,000$100,000$100,000
Interested Trustee     
LeeNoneNoneNoneNone
Over $100,000
 

       
 
 
 
 
 
 
Aggregate 
 
 
 
 
 
 
dollar range 
 
 
 
 
 
 
of equity 
 
 
 
 
 
 
securities in 
 
 
 
 
 
 
all funds in 
 
 
 
 
 
 
the Fund 
 
 
 
 
 
 
Complex 
 
 
 
 
 
 
Overseen by 
 
FMO 
GBAB 
GGM 
GPM 
GOF 
the Trustee 
 
Independent Trustees 
 
 
 
 
 
 
Barnes $10,001-$50,000 None $10,001- None $50,001- Over 
 
 
 
$50,000 
 
$100,000 $100,000 
Brock-Kyle $10,001-$50,000 None None None None 
Over
      $100,000
 
Chubb $1-$10,000 $10,001- $1- $10,001- $10,001- Over 
 
 
$50,000 $10,000 $50,000 $50,000 $100,000 
Farley None None None None None Over 
 
 
 
 
 
 
$100,000 
Friedrich None None $50,001- None $50,001- Over 
 
 
 
$100,000 
 
$100,000 $100,000 
Lydon $10,001-$50,000 None None None None 
Over
      $100,000
 
Nyberg $1-$10,000 $10,001- $1- $10,001- $10,001- Over 
 
 
$50,000 $10,000 $50,000 $50,000 $100,000 
Sponem $10,001-$50,000 None None None None Over 
 
 
 
 
 
 
$100,000 
Toupin $10,001-$50,000 $50,001- $50,001- Over $50,001- Over 
 
 
$100,000 $100,000 $100,000 $100,000 $100,000 
Interested Trustee 
 
 
 
 
 
 
Lee None None None None None Over 
 
 
 
 
 
 
$100,000 
As of December 31, 2019, each Trustee, officer and2020, the Trustees and officers of the Fund as a group owned less than 1% of the outstanding Shares of each Fund.
Trustee Compensation
The Independent Trustees receive from the Fund Complex a general annual retainer for service on covered boards. Additional annual retainer fees are paid to: the Independent Chair of the Board; the Chair (and Vice Chair, if any) of each of the Audit Committee, the Contracts Review Committee, and the Nominating and Governance Committee; and each member of the Valuation Oversight Committee. In addition, fees are paid for special Board or Committee meetings, whether telephonic or in-person. No per meeting fee applies to meetings of the Valuation Oversight Committee. The Funds also reimburse each Independent Trustee for reasonable travel and other out-of-pocket expenses incurred in attending in-person meetings, which are not included in the compensation amounts shown below. Each Fund pays proportionately its respective share of Independent Trustees’ fees and expenses based on relative net assets. The following table sets forth the compensation paid to each Independent Trustee by each Fund during its most recently completed fiscal year and the total compensation paid to each Independent Trustee by the Fund Complex during the most recently completed calendar year ended December 31, 2019.
232020.
24


  Retirement  
Retirement
 
Benefits		EstimatedTotal
AggregateAccruedAnnualCompensation
Compensationas PartBenefitsFrom
from eachof FundUponthe Fund
TrusteeFund
Expenses(1)
Retirement(1)
Benefits
Estimated
Total
Aggregate
Accrued
Annual
Compensation
Compensation
as Part
Benefits
From
from each
of Fund
Upon
the Fund
Trustee
Fund
Expenses(1)
Retirement(1)
Complex(2)
Randall C. Barnes†NoneNone$338,250 395,403
Angela Brock-Kyle†NoneNone$225,000 310,510
Donald A. Chubb, Jr.
Jr		†NoneNone$256,000 314,653
Jerry B. Farley†NoneNone$276,000 330,438
Roman Friedrich III†NoneNone$266,000 323,296
Thomas F. Lydon, Jr†NoneNone$234,000 314,260
Ronald A. Nyberg†NoneNone$341,750 
Maynard F. Oliverius(3)
† None None $125,000 399,225
Sandra G. Sponem†NoneNone$279,000 348,647
Ronald E. Toupin, Jr†NoneNone$331,000 397,045

(1)
The Funds do not accrue or pay retirement or pension benefits to Trustees as of the date hereof.
(2)
The amounts shown in this column represent the aggregate compensation paid by all of the funds in the Fund Complex for the calendar year ended December 31, 2019.2020. Because the funds in the Fund Complex have different fiscal year ends, the amounts shown in this column are presented on a calendar year basis.
(3) 
†		The amounts shown in this row represent the payments made to Mr. Oliverius up until his retirement from the Board effective April 4, 2019. 
† 
The amount of aggregate compensation payable by each Fund for the calendar year ended December 31, 20192020 is shown in the table below:

 GBABGGMGPMGOF
Independent Trustees    
Barnes$9,754$6,171$8,544$13,279
Brock-Kyle$9,847$6,232$8,635$13,407
Chubb$9,754$6,171$8,544$13,279
Farley$10,011$6,343$8,791$13,633
Friedrich$9,929$6,286$8,707$13,520
Lydon$9,941$6,290$8,713$13,535
Nyberg$9,936$6,286$8,703$13,527
Sponem$10,808$6,842$9,481$14,717
Toupin$12,296$7,778$10,766$16,740
      
 
FMO 
GBAB 
GGM 
GPM 
GOF 
Independent Trustees 
 
 
 
 
 
Barnes $11,201 $11,674 $7,700 $11,400 $15,433 
Brock-Kyle None None None None None 
Chubb $11,201 $11,674 $7,700 $11,400 $15,433 
Farley $12,080 $12,590 $8,304 $12,294 $16,642 
Friedrich $11,640 $12,132 $8,002 $11,847 $16,037 
Lydon None None None None None 
Nyberg $11,420 $11,903 $7,851 $11,623 $15,735 
Oliverius(1) 
$5,629 $5,670 $3,772 $5,684 $7,363 
Sponem None None None None None 
Toupin $14,498 $15,107 $9,964 $14,754 $19,968 
(1) 
The amounts shown in this row represent the payments made to Mr. Oliverius up until his retirement from the Board effective April 4, 2019. 

Shareholder Approval
With respect to each Fund, the affirmative vote of a majority of the Shares present in person at the Annual Meeting or represented by proxy and entitled to vote on the matter at the Annual Meeting at which a quorum is present is necessary to elect a Trustee nominee. Abstentions will have the same effect as votes against the election of a Trustee nominee. “Broker non-votes” (i.e., Shares held by brokers or nominees as to which (i) instructions have not been received from the beneficial owner or the persons entitled to vote and (ii) the broker does not have discretionary voting power on a particular matter) will have no effect on the outcome of the vote on a Trustee nominee.
The holders of the Shares will have equal voting rights (i.e., one vote per Share).
Board Recommendation
The Board unanimously recommends that shareholders vote “FOR” each of the nominees of the Board of your Fund.
24
25


ADDITIONAL INFORMATION

Further Information About Voting and the Annual Meeting
Quorum. With respect to each Fund, the holders of a majority of the Shares entitled to vote on any matter at a meeting present in person or by proxy shall constitute a quorum at such meeting of the shareholders for purposes of conducting business on such matter. Votes withheld, abstentions and broker non-votes (i.e., Shares held by brokers or nominees as to which (i) instructions have not been received from the beneficial owner or the persons entitled to vote and (ii) the broker does not have discretionary voting power on a particular matter) will be counted as Shares present at the Annual Meeting for quorum purposes.
Record Date. The Board has fixed the close of business on February 14, 2020,8, 2021, as the Record Date for the determination of shareholders of each Fund entitled to notice of, and to vote at, the Annual Meeting. Shareholders of each Fund as of the close of business on the Record Date will be entitled to one vote on each matter to be voted on by such Fund for each Share held and a fractional vote with respect to fractional Shares with no cumulative voting rights.
Joint Meeting. The Annual Meeting is scheduled as a joint meeting of the Funds, whose votes on similar proposals applicable to such fundsFunds are being solicited separately, because the shareholders of the fundsFunds are expected to consider and vote on similar matters. In the event that any shareholder present at the Annual Meeting objects to the holding of a joint meeting and moves for the adjournment of his or her Fund’s meeting to a time immediately after the Annual Meeting so that each Fund’s meeting may be held separately, the persons named as proxies will vote in favor of such adjournment. Shareholders of each Fund will vote separately on the respective Proposal relating to their Fund. In any event, an unfavorable vote on any Proposal by the shareholders of one Fund will not affect the implementation of such Proposal by another Fund if the Proposal is approved by the shareholders of that Fund.
How to Vote Your Shares. Whether or not you plan to attend the Annual Meeting, we urge you to complete, sign, date, and return the enclosed proxy card in the postage-paid envelope provided or vote via telephone or the Internet so your Shares will be represented at the Annual Meeting. Instructions regarding how to vote via telephone or the Internet are included on the enclosed proxy card. The required control number for Internet and telephone voting is printed on the enclosed proxy card. The control number is used to match proxy cards with shareholders’ respective accounts and to ensure that, if multiple proxy cards are executed, Shares are voted in accordance with the proxy card bearing the latest date.
All Shares represented by properly executed proxies received prior to the Annual Meeting will be voted at the Annual Meeting in accordance with the
25
26


instructions marked thereon or otherwise as provided therein. If you sign the proxy card, but don’t fill in a vote, your Shares will be voted in accordance with the Board’s recommendation.recommendation (i.e., “FOR” each of the nominees). If any other business is brought before the Annual Meeting, your Shares will be voted atin the proxies’ best judgment or discretion.
Shareholders who execute proxy cards or record voting instructions via telephone or the Internet may revoke them at any time before they are voted by filing with the Secretary of the Funds a written notice of revocation, by delivering (including via telephone or the Internet) a duly executed proxy bearing a later date or by attending the Annual Meeting and voting in person.voting. Merely attending the Annual Meeting, however, will not revoke any previously submitted proxy.
Attending the Annual Meeting. If you wish to attendThe Annual Meeting will be held in a virtual meeting format only. Shareholders of record on the Record Date for the Annual Meeting may participate in and vote in person, you will be able to do so. If you intend to attendat the Annual Meeting on the Internet by virtual means. To participate in person and you are a record holder of a Fund’s Shares, in order to gain admission you must show photographic identification, such as your driver’s license. If you intend to attend the Annual Meeting, shareholders must register in personadvance by visiting https://www.viewproxy.com/Guggenheim/broadridgevsm/ and you hold your Shares through a bank, broker or other custodian, in ordersubmitting the requested required information to gain admission you must show photographic identification, such as your driver’s license,Broadridge Financial Solutions, Inc. (“Broadridge”), the Funds’ proxy tabulator. Only shareholders of record on the Record Date are entitled to notice of, and satisfactory proof of ownership of Shares of a Fund, such as your voting instruction form (or a copy thereof) or broker’s statement indicating ownership as of a recent date. If you hold your Shares in a brokerage account or through a bank or other nominee, you will not be able to vote in person at the annual meeting unless you have previously requested and obtained a “legal proxy” from your broker, bank or other nominee and present it at, the Annual Meeting. YouMeeting or any postponement or adjournment thereof. For additional information on how you can attend and participate in the Annual Meeting, please see How do I vote my Shares? on page 3 of this Proxy Statement.
If you have any questions regarding how to participate in and vote at the Annual Meeting, you may contact the Funds at (800) 345-7999 to obtain directions to the site of the Annual Meeting.345-7999.
Additional Information Regarding Voting. Broker-dealer firms holding Shares of a Fund in “street name” for the benefit of their customers and clients will request the instructions of such customers and clients on how to vote their shares on the Proposal before the Annual Meeting. The Funds understand that, under the rules of the NYSE, such broker-dealer firms may for certain “routine” matters, without instructions from their customers and clients, grant discretionary authority to the proxies designated by the Board to vote if no instructions have been received prior to the date specified in the broker-dealer firm’s request for voting instructions. Each Proposal is a “routine” matter and beneficial owners who do not provide proxy instructions or who do not return a proxy card may have their Shares voted by broker-dealer firms in favor of the Proposal. A properly executed proxy card or other authorization by a beneficial owner of Shares that does not specify how the beneficial owner’s Shares should be voted on the Proposal may be deemed an instruction to vote such Shares in favor of the Proposal. Broker-dealers who are not members of the NYSE may be subject to other rules, which may or may not permit them to vote your Shares without instruction. We urge you to provide instructions to your bank, broker or other nominee so that your votes may be counted.
The Funds will update certain data regarding the Funds, including performance data, on a monthly basis on its website at
26
27


www.guggenheiminvestments.com. Investors and others are advised to periodically check the website for updated performance information and the release of other material information about the Funds.
Investment Adviser and Investment Sub-AdvisersSub-Adviser
Guggenheim Funds, a subsidiary of Guggenheim Partners, LLC (“Guggenheim Partners”), acts as each Fund’s investment adviser pursuant to an investment advisory agreement between each Fund and Guggenheim Funds. Guggenheim Funds is a registered investment adviser and acts as investment adviser to a number of closed-end and open-end investment companies. Guggenheim Funds is a Delaware limited liability company with principal offices located at 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606.
Guggenheim Partners is a diversified financial services firm with wealth management, capital markets, investment management and proprietary investing businesses, whose clients are a mix of individuals, family offices, endowments, foundations, insurance companies and other institutions that have entrusted Guggenheim Partners with the supervision of more than $275$310 billion of assets as of December 31, 2019.2020. Guggenheim Partners is headquartered in Chicago and New York with a global network of offices throughout the United States, Europe, and Asia.
Guggenheim Partners Investment Management, LLC (“GPIM”), an affiliate of Guggenheim Partners, acts as each Fund’s investment sub-adviser to GBAB, GGM, GPM, and GOF pursuant to separate sub-advisory agreements among each such Fund, the Adviser and GPIM. GPIM is a Delaware limited liability company, with its principal offices located at 100 Wilshire Boulevard, Santa Monica, California 90401.
     Tortoise Capital Advisors, L.L.C. (“Tortoise”), a Delaware limited liability company, acts as investment sub-adviser to FMO pursuant to an investment sub-advisory agreement among FMO, the Adviser and Tortoise. Tortoise is an indirectly wholly owned subsidiary of Tortoise Investments, LLC. The Tortoise Capital Advisors L.L.C. St. Louis team (“Tortoise St. Louis team”) is located at 8235 Forsyth Boulevard, Saint Louis, Missouri 63105. As of December 31, 2019, the Tortoise St. Louis team managed approximately $2.4 billion in MLP and energy infrastructure assets for open and closed end mutual funds, pension plans, corporations and other businesses, and individuals. Prior to September 21, 2019, Advisory Research, Inc. served as the sub-adviser to FMO. In connection with a transaction whereby Tortoise reached a definitive agreement to acquire the midstream energy asset business of Advisory Research, Inc., from parent company Piper Jaffray Companies, FMO’s Board of Trustees approved a new investment sub-advisory agreement with Tortoise, subject to shareholder approval. On November 21, 2019, FMO’s shareholders voted to approve the new investment sub-advisory agreement.
27


Administrator
MUFG Investor Services (US) (“MUFG”) serves as the Funds’ administrator. MUFG is located at 805 King Farm Boulevard, Rockville, Maryland 20850. Pursuant to an administration agreement with each Fund, MUFG provides certain administrative, bookkeeping and accounting services to the Funds. MUFG also provides certain fund accounting services to the Funds pursuant to a fund accounting agreement.
Independent Registered Public Accounting Firm
Ernst & Young LLP (“E&Y”) has been selected as the independent registered public accounting firm for the Funds by the Audit Committees of the Funds and approved by a majority of each Fund’s Board, including a majority of the Independent Trustees, to audit the accounts of the Funds for and during each Fund’s current fiscal year. The Funds do not know of any direct or indirect financial interest of E&Y in the Funds.
Representatives of E&Y will be available to attend the Annual Meeting, will have the opportunity to make a statement if they desire to do so and will be available to answer questions if necessary.
28
Audit and Other Fees
Audit Fees. For each Fund’s two most recently completed fiscal years, the aggregate fees billed to each Fund by E&Y for professional services rendered for the audit of such Fund’s annual financial statements are set forth on Annex A.
Audit-Related Fees. For each Fund’s two most recently completed fiscal years, the aggregate fees billed by E&Y and approved by the Audit Committee of each Fund for assurance and related services reasonably related to the performance of the audit of such Fund’s annual financial statements (such fees relate to services rendered, and out of pocket expenses incurred, in connection with the Funds’ registration statements, comfort letters and consents) are set forth on Annex A.
E&Y did not perform any other assurance and related services that were required to be approved by the Funds’ Audit Committees for such fiscal years.
Tax Fees. For each Fund’s two most recently completed fiscal years, the aggregate fees billed by E&Y and approved by the Audit Committee of each Fund for professional services rendered for tax compliance, tax advice, and tax planning (such fees relate to tax services provided by E&Y in connection with the Fund’s excise tax calculations and review of the Fund’s tax returns) are set forth on Annex A.
E&Y did not perform any other tax compliance or tax planning services or render any tax advice that were required to be approved by the Funds’ Audit Committee for such period.
All Other Fees. For each Fund’s two most recently completed fiscal years, the aggregate fees billed for products and services provided by E&Y, other than the
28


services reported above in Audit Fees, Audit-Related Fees, and Tax Fees are set forth on Annex A.
Aggregate Non-Audit Fees. For each Fund’s two most recently completed fiscal years, the aggregate non-audit fees billed by E&Y for services rendered to each Fund, Guggenheim Funds, and any entity controlling, controlled by or under common control with Guggenheim Funds that provides ongoing services to the Fund (not including an investment sub-adviser whose primary role is portfolio management and is sub-contracted with or overseen by another investment adviser) that directly related to the operations and financial reporting of the Fund are set forth on Annex A.
Audit Committee’s Pre-Approval Policies and Procedures
As noted above, the Audit Committee is governed by the Audit Committee Charter, which includes Pre-Approval Policies and Procedures in Section IVV of such Charter. Specifically, sections V.B.2 and V.B.3 of the Audit Committee Charter contain the Pre-Approval Policies and Procedures and such sections are included below.below reformatted for this Proxy.
V.B.2.
29
V.B.2.   Pre-Approval Policy (Trusts). Pre-approve any engagement of the independent auditors to provide any non-prohibited  services, other than “prohibited non-audit services,” to the Trust, including the fees and other compensation to be paid to the independent auditors (unless an exception is available under Rule 2-01 of Regulation S-X).

(a) The categories of services to be reviewed and considered for pre-approval include the following (collectively, “Identified Services”):
Audit Services
Annual financial statement audits
Seed audits (related to new product filings, as required)
SEC and regulatory filings and consents

Audit-Related Services
Accounting consultations
Fund merger/reorganization support services
Other accounting related matters
Agreed upon procedures reports
Attestation reports
Other internal control reports

Tax Services
Recurring tax services:
o
Preparation of Federal and state income tax returns, including extensions

29


o
Preparation of calculations of taxable income, including fiscal year tax designations
o
Preparation of annual Federal excise tax returns (if applicable)
o
Preparation of calendar year excise distribution calculations
o
Calculation of tax equalization on an as-needed basis
o
Preparation of monthly/quarterly estimates of tax undistributed position for closed-end funds
o
Preparation of the estimated excise distribution calculations on an as-needed basis
o
Preparation of calendar year shareholder reporting designations on Form 1099
o
Preparation of quarterly Federal, state and local and franchise tax estimated tax payments on an as-needed basis
o
Preparation of state apportionment calculations to properly allocate Fund taxable income among the states for state tax filing purposes
o
Assistance with management’s identification of passive foreign investment companies (PFICs) for tax purposes


30

Permissible non-recurring tax services upon request:
o
Assistance with determining ownership changes which impact a Fund’s utilization of loss carryforwards
o
Assistance with corporate actions and tax treatment of complex securities and structured products
o
Assistance with IRS ruling requests and calculation of deficiency dividends
o
Conduct training sessions for the Adviser’s internal tax resources
o
Assistance with Federal, state, local and international tax planning and advice regarding the tax consequences of proposed or actual transactions
o
Tax services related to amendments to Federal, state and local returns and sales and use tax compliance
o
RIC qualification reviews
o
Tax distribution analysis and planning
o
Tax authority examination services
o
Tax appeals support services
o
Tax accounting methods studies
o
Fund merger, reorganization and liquidation support services
o
Tax compliance, planning and advice services and related projects
o
Assistance with out of state residency status

30


oProvision of tax compliance services in India for Funds with direct investments in India


(b) The Committee has pre-approved Identified Services for which the estimated fees are less than $25,000.

(c) For Identified Services with estimated fees of $25,000 or more, but less than $50,000, the Chair or any member of the Committee designated by the Chair is hereby authorized to pre-approve such services on behalf of the Committee.

(d) For Identified Services with estimated fees of $50,000 or more, such services require pre-approval by the Committee.

(e) All requests for Identified Services to be provided by the independent auditor that were pre-approved by the Committee shall be submitted to the Principal/Chief Accounting Officer (“CAO”) of the Trust by the independent auditor using the pre-approval request form attached as Appendix C to the Audit Committee Charter. The Trust’s CAO will determine whether such services are included within the list of services that have received the general pre-approval of the Committee.
31

(f) The independent auditors or the CAO of the Trust (or an officer of the Trust who reports to the CAO) shall report to the Committee at each of its regular quarterlyscheduled meetings all audit, audit-related and permissible non-audit services initiated since the last such report (unless the services were contained in the initial audit plan, as previously presented to, and approved by, the Committee). The report shall include a general description of the services and projected fees, and the means by which such services were approved by the Committee (including the particular category of Identified Services under which pre-approval was obtained).
V.B.3.Pre-approve any engagement of the independent auditors, including the fees and other compensation to be paid to the independent auditors, to provide any non-audit services to the Adviser (or any “control affiliate” of the Adviser providing ongoing services to the Trust), if the engagement relates directly to the operations and financial reporting of the Trust (unless an exception is available under Rule 2-01 of Regulation S-X).

V.B.3.    Pre-Approval Policy (Adviser or Any Control Affiliate) Pre-approve any engagement of the independent auditors, including the fees and other compensation to be paid to the independent auditors, to provide any non-audit services to the Adviser (or any “control affiliate” of the Adviser providing ongoing services to the Trust), if the engagement relates directly to the operations and financial reporting of the Trust (unless an exception is available under Rule 2-01 of Regulation S-X).
(a) The Chair or any member of the Committee designated by the Chair may grant the pre-approval for non-audit services to the Adviser (or any “control affiliate” of the Adviser providing ongoing services to the Trust) relating directly to the operations and financial reporting of the Trust for which the estimated fees are less than $25,000. All such delegated pre-approvals shall be presented to the Committee no later than the next regularly scheduled Committee meeting.
31


(b) For non-audit services to the Adviser (or any “control affiliate” of the Adviser providing ongoing services to the Trust) relating directly to the operations and financial reporting of the Trust for which the estimated fees are $25,000 or more, such services require pre-approval by the Committee.
The Audit Committee has pre-approved all audit and non-audit services provided by E&Y to the Funds, and all non-audit services provided by E&Y to Guggenheim Funds, or any entity controlling, controlled by, or under common control with Guggenheim Funds that provides ongoing services to the Funds that are related to the operations of the Funds for the Funds’ two most recently completed fiscal years.
None of the services described above for the Funds’ two most recently completed fiscal years were approved by the Audit Committee pursuant to the pre-approval exception under Rule 2-01(c)(7)(i)(C) of Regulation S-X promulgated by the SEC.
32
Principal Shareholders
     As of the Record Date, to the knowledge of each Fund, no person beneficially owned more than 5% of the voting securities of any class of securities of any of the Funds, except as set forth on Annex B.
Section 16(a) Beneficial Ownership Reporting Compliance
     Section 16(a) of the Securities Exchange Act of 1934, and Section 30(h) of the 1940 Act require each Fund’s officers and Trustees, certain officers of each Fund’s investment adviser, affiliated persons of the investment adviser, and persons who beneficially own more than ten percent of a Fund’s shares to file certain reports of ownership (“Section 16 filings”) with the SEC and the NYSE. Based upon each Fund’s review of the copies of such forms effecting the Section 16 filings received by it, each Fund believes that for its most recently completed fiscal year, all filings applicable to such persons were completed and filed in a timely manner, except as follows: a Form 3 filing (relating to an initial statement of beneficial ownership of securities for each Fund) for William Rehder, an officer of the Funds, was inadvertently delayed.
Privacy Principles of the Funds
     The Funds are committed to maintaining the privacy of shareholders and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information the Funds collect, how the Funds protect that information and why, in certain cases, the Funds may share information with select other parties.
     Generally, the Funds do not receive any non-public personal information relating to their shareholders, although certain non-public personal information of their shareholders may become available to the Funds. The Funds do not disclose any non-public personal information about their shareholders or former
32


shareholders to anyone, except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).
     The Funds restrict access to non-public personal information about their shareholders to employees of Guggenheim Funds with a legitimate business need for the information. The Funds maintain physical, electronic and procedural safeguards designed to protect the non-public personal information of their shareholders.
Deadline for Shareholder Proposals
     Each Fund’s Amended and Restated By-Laws (the “By-Laws”) require compliance with certain procedures for a shareholder to properly make a nomination for election as a Trustee or to propose other business for the Fund. If a shareholder who is entitled to do so under a Fund’s By-Laws wishes to nominate a person or persons for election as a Trustee or propose other business for the Fund, that shareholder must provide a written notice to the Secretary of the Fund at the Fund’s principal executive offices. Such notice must include certain information about the proponent and the proposal, or in the case of a nomination, the nominee. A copy of each Fund’s By-Laws, which includes the provisions regarding the requirements for shareholder nominations and proposals, may be obtained by writing to the Secretary of the Fund at 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606. Any shareholder considering making a nomination or other proposal should carefully review and comply with those provisions of the Fund’s By-Laws.
     Shareholder proposals intended for inclusion in a Fund’s proxy statement in connection with the 2021 annual meeting of shareholders pursuant to Rule 14a-8 under the Exchange Act must be received by the Fund at the Fund’s principal executive offices by October 25, 2020 in order to be considered for inclusion in the Fund’s proxy statement. Timely submission of a proposal does not necessarily mean that such proposal will be included in the Fund’s proxy statement.
     A proposal, other than a proposal submitted pursuant to Rule 14a-8, must be received by the Fund’s Secretary at the Fund’s principal executive offices not earlier than December 2, 2020 and not later than January 1, 2021 (which is also the date after which shareholder nominations and proposals made outside of Rule 14a-8 under the Exchange Act would not be considered “timely” within the meaning of Rule 14a-4(c) under the Exchange Act). If a proposal is not “timely” within the meaning of Rule 14a-4(c), then the persons named as proxies in the proxies solicited by the Board for the 2021 annual meeting of shareholders may exercise discretionary voting power with respect to any such proposal.
Expenses of Proxy Solicitation
     The cost of the Annual Meeting, including the costs of preparing and mailing the notice, proxy statement and proxy, and the solicitation of proxies, including reimbursement to broker-dealers and others who forwarded proxy materials to their clients, will be borne by the Funds. Costs will be borne by the
33


Funds in proportion to the number of proxies solicited on behalf of a Fund to the total proxies solicited on behalf of all of the Funds. Certain officers of the Fund and certain officers and employees of Guggenheim Funds or their respective affiliates (none of whom will receive additional compensation therefore) may solicit proxies by telephone, mail, e-mail and/or personal interviews. Brokerage houses, banks and other fiduciaries may be requested to forward proxy solicitation materials to their principals to obtain authorization for the execution of proxies, and will be reimbursed by the Funds for such out-of-pocket expenses.
Other Matters
     The management of the Funds knows of no other matters which are to be brought before the Annual Meeting. However, if any other matters not now known properly come before the Annual Meeting, it is the intention of the persons named in the enclosed form of proxy to vote such proxy in accordance with their judgment on such matters.
     Failure of a quorum to be present at the Annual Meeting may result in an adjournment. The chair of the Annual Meeting may also move for an adjournment of to permit further solicitation of proxies with respect to a Proposal if he or she determines that adjournment and further solicitation are reasonable and in the best interests of the applicable Fund’s shareholders. Any adjourned meeting or meetings may be held without the necessity of another notice.
     Please vote promptly by signing and dating each enclosed proxy card and returning it in the accompanying postage-paid return envelope or by following the enclosed instructions to vote by telephone or over the Internet.
     Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be Held on April 2, 2020
     This Proxy Statement is available on the Internet at www.proxyvote.com.
34

Annex A

Audit and Other Fees

Fiscal Year ended 2019
        
 
  
 Non-Audit Fees 
 
 
Fiscal 
Audit 
Audit 
  
Total 
 
Fund 
Year End 
Fees 
Related 
Tax 
Other 
Non-Audit 
Total 
FMO 11/30 $51,517 $0 $257,085 $0 $257,085 $308,602 
GBAB 5/31 $67,586 $0 $10,633 $0 $10,633 $78,219 
GGM 5/31 $73,258 $0 $10,633 $0 $10,633 $83,891 
GPM 12/31 $26,683 $0 $8,441 $0 $8,441 $35,124 
GOF 5/31 $95,235 $0 $13,378 $0 $13,378 $108,613 
Fiscal Year ended 2018
        
 
  
 Non-Audit Fees 
 
 
Fiscal 
Audit 
Audit 
  
Total 
 
Fund 
Year End 
Fees 
Related 
Tax 
Other 
Non-Audit 
Total 
FMO 11/30 $50,128 $24,000 $156,241 $0 $180,241 $230,369 
GBAB 5/31 $51,166 $0 $10,633 $0 $10,633 $61,799 
GGM 5/31 $42,110 $24,000 $10,633 $0 $34,633 $76,743 
GPM 12/31 $26,017 $0 $8,441 $0 $8,441 $34,458 
GOF 5/31 $63,446 $51,850 $13,378 $0 $65,228 $128,674 
A–1


This page intentionally left blank.



Annex B

Principal Shareholders
     
 
Shareholder Name 
Class 
Share 
Percentage 
Fund 
and Address 
of Shares 
Holdings 
Owned 
 
FMO First Trust Portfolios L.P., Common 3,606,624 10.18% 
 
First Trust Advisors L.P., 
 
 
 
 
and The Charger Corporation 
 
 
 
 
120 East Liberty Drive, 
 
 
 
 
Suite 400 
 
 
 
 
Wheaton, IL 60187 
 
 
 
 
Cornerstone Advisory, LLP Common 2,932,197 8.27% 
 
211 Old Padonia Road, 
 
 
 
 
Hunt Valley, MD 21030 
 
 
 
GBAB Guggenheim Capital, LLC Common 1,154,388 6.63% 
 
227 West Monroe Street, 
 
 
 
 
Chicago, IL 60606 
 
 
 
 
Guggenheim Partners, LLC 
 
 
 
 
227 West Monroe Street, 
 
 
 
 
Chicago, IL 60606 
 
 
 
 
GI Holdco II LLC 
 
 
 
 
330 Madison Avenue, 
 
 
 
 
New York, NY 10017 
 
 
 
 
GI Holdco LLC 
 
 
 
 
330 Madison Avenue, 
 
 
 
 
New York, NY 10017 
 
 
 
 
Guggenheim Partners 
 
 
 
 
Investment Management 
 
 
 
 
Holdings, LLC 
 
 
 
 
330 Madison Avenue, 
 
 
 
 
New York, NY 10017 
 
 
 
 
Guggenheim Partners 
 
 
 
 
Investment Management, LLC 
 
 
 
 
100 Wilshire Boulevard, 
 
 
 
 
5th Floor, 
 
 
 
 
Santa Monica, CA 904011 
 
 
 
GGM First Trust Portfolios L.P., Common 1,001,487 12.08% 
 
First Trust Advisors L.P., and 
 
 
 
 
The Charger Corporation 
 
 
 
 
120 East Liberty Drive, Suite 400 
 
 
 
 
Wheaton, IL 60187 
 
 
 
* The information contained in this table is based on the Funds’ review of Schedule 13D, Schedule 13G and other regulatory filings made on or before February 25, 2020. 
As of the Record Date, to the knowledge of each Fund, no person beneficially owned more than 5% of the voting securities of any class of securities of any of the Funds, except as set forth on Annex B.
B–1Section 16(a) Beneficial Ownership Reporting Compliance
Section 16(a) of the Securities Exchange Act of 1934, and Section 30(h) of the 1940 Act require each Fund’s officers and Trustees, certain officers of each Fund’s investment adviser, affiliated persons of the investment adviser, and persons who beneficially own more than ten percent of a Fund’s shares to file certain reports of ownership (“Section 16 filings”) with the SEC and the NYSE. Based upon each Fund’s review of the copies of such forms effecting the Section 16 filings received by it, each Fund believes that for its most recently completed fiscal year, all filings applicable to such persons were completed and filed in a timely manner, except as follows: a Form 3 filing (relating to an initial statement of beneficial ownership of securities for each Fund) for Perry Hollowell, a portfolio manager of GPM, was inadvertently delayed.
Privacy Principles of the Funds
The Funds are committed to maintaining the privacy of shareholders and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information the Funds collect, how the Funds protect that information and why, in certain cases, the Funds may share information with select other parties.
Generally, the Funds do not receive any non-public personal information relating to their shareholders, although certain non-public personal information of their shareholders may become available to the Funds. The Funds do not disclose any non-public personal information about their shareholders or former shareholders to anyone, except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).
The Funds restrict access to non-public personal information about their shareholders to employees of Guggenheim Funds with a legitimate business need for the information. The Funds maintain physical, electronic and procedural safeguards designed to protect the non-public personal information of their shareholders.
Deadline and Requirements for Shareholder Proposals
Each Fund’s Amended and Restated By-Laws (the “By-Laws”) require compliance with certain procedures for a shareholder to properly make a nomination for election as a Trustee or to propose other business for the Fund. If a shareholder who is entitled to do so under a Fund’s By-Laws wishes to nominate a person or persons for election as a Trustee or propose other business for the Fund, that shareholder must provide a written notice to the Secretary of the Fund at the
33
Fund’s principal executive offices. Such notice must include certain information about the proponent and the proposal, or in the case of a nomination, the nominee. A copy of each Fund’s By-Laws, which includes the provisions regarding the requirements for shareholder nominations and proposals, may be obtained by writing to the Secretary of the Fund at 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606. Any shareholder considering making a nomination or other proposal should carefully review and comply with those provisions of the Fund’s By-Laws.
Shareholder proposals intended for inclusion in a Fund’s proxy statement in connection with the 2022 annual meeting of shareholders pursuant to Rule 14a-8 under the Exchange Act must be received by the Fund at the Fund’s principal executive offices by October 9, 2021 in order to be considered for inclusion in the Fund’s proxy statement. Timely submission of a proposal does not necessarily mean that such proposal will be included in the Fund’s proxy statement.
A proposal, other than a proposal submitted pursuant to Rule 14a-8, must be received by the Fund’s Secretary at the Fund’s principal executive offices not earlier than November 9, 2021 and not later than December 9, 2021 (which is also the date after which shareholder nominations and proposals made outside of Rule 14a-8 under the Exchange Act would not be considered “timely” within the meaning of Rule 14a-4(c) under the Exchange Act). If a proposal is not “timely” within the meaning of Rule 14a-4(c), then the persons named as proxies in the proxies solicited by the Board for the 2022 annual meeting of shareholders may exercise discretionary voting power with respect to any such proposal.
Expenses of Proxy Solicitation
The cost of the Annual Meeting, including the costs of preparing and mailing the notice, proxy statement and proxy, and the solicitation of proxies, including reimbursement to broker-dealers and others who forwarded proxy materials to their clients, will be borne by the Funds. Costs will be borne by the Funds in proportion to the number of proxies solicited on behalf of a Fund to the total proxies solicited on behalf of all of the Funds. Certain officers of the Fund and certain officers and employees of Guggenheim Funds or their respective affiliates (none of whom will receive additional compensation therefore) may solicit proxies by telephone, mail, e-mail and/or personal interviews. Brokerage houses, banks and other fiduciaries may be requested to forward proxy solicitation materials to their principals to obtain authorization for the execution of proxies, and will be reimbursed by the Funds for such out-of-pocket expenses.
Other Matters
The management of the Funds knows of no other matters which are to be brought before the Annual Meeting. However, if any other matters not now known properly come before the Annual Meeting, it is the intention of the persons named in the enclosed form of proxy to vote such proxy in accordance with their best judgment or discretion on such matters.
34
Failure of a quorum to be present at the Annual Meeting may result in an adjournment. The chair of the Annual Meeting may also move for an adjournment of to permit further solicitation of proxies with respect to a Proposal if he or she determines that adjournment and further solicitation are reasonable and in the best interests of the applicable Fund’s shareholders. Any adjourned meeting or meetings may be held without the necessity of another notice.
Please vote promptly by signing and dating each enclosed proxy card and returning it in the accompanying postage-paid return envelope or by following the enclosed instructions to vote by telephone or over the Internet.
Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be Held on April 8, 2021
This Proxy Statement is available on the Internet at www.proxyvote.com.

35


This page intentionally left blank.


Annex A
Audit and Other Fees

Fiscal Year ended 2020
FundFiscal
Year End		Audit
Fees		 Non-Audit Fees Total
Audit RelatedTaxOtherTotal Non-Audit
GBAB5/31$69,276$0$10,952$0$10,952$80,228
GGM5/31$75,089$0$10,952$0$10,952$86,041
GPM12/31$27,350$0$8,694$0$8,694$36,044
GOF5/31$97,616$0$13,779$0$13,779$111,395

Fiscal Year ended 2019
FundFiscal
Year End		Audit
Fees		 Non-Audit Fees Total
Audit RelatedTaxOtherTotal Non-Audit
GBAB5/31$67,586$0$10,633$0$10,633$78,219
GGM5/31$73,258$0$10,633$0$10,633$83,891
GPM12/31$26,683$0$8,441$0$8,441$35,124
GOF5/31$95,235$0$13,378$0$13,378$108,613

A-1
PROXY TABULATOR
P.O. BOX 9112
FARMINGDALE, NY 11735


This page intentionally left blank.



Annex B
Principal Shareholders
 
Fund
Shareholder Name
and Address
Class
of Shares
 
Share Holdings
 Percentage
Owned
GGM
First Trust Portfolios L.P., First Trust Advisors L.P., and
Common1,008,67811.70%
 
The Charger Corporation
   
 
120 East Liberty Drive, Suite 400
   
 
Wheaton, IL 60187
   
GPM
Karpus Management, Inc.
Common4,838,87110.01%
 
183 Sully’s Trail
   
 
Pittsford, New York 14534
   

* The information contained in this table is based on the Funds’ review of Schedule 13D, Schedule 13G and other regulatory filings made on or before March 1, 2021.

B–1



PROXY TABULATOR
P.O. BOX 9112
FARMINGDALE, NY 11735
 
SCAN TO
VIEW MATERIALS & VOTE 
 

To vote by Internet

1)   Read the Proxy Statement and have the proxy card below at hand.
2)   Go to website www.proxyvote.com or scan the QR Barcode above
3)   Follow the instructions provided on the website.

To vote by Telephone

1)   Read the Proxy Statement and have the proxy card below at hand.
2)   Call 1-800-690-6903
3)   Follow the instructions.


To vote by Mail

1)   Read the Proxy Statement.
2)   Check the appropriate boxes on the proxy card below.
3)   Sign and date the proxy card.
4)   Return the proxy card in the envelope provided.
Vote at the Virtual Annual Meeting
To attend and vote at the virtual meeting, please register at https://viewproxy.com/Guggenheim/broadridgevsm/



   
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:
 
E89815-P32480D32973-P48962 KEEP THIS PORTION FOR YOUR RECORDS 
 
 
DETACH AND RETURN THIS PORTION ONLY 
 
Guggenheim Taxable Municipal Managed DurationBond & Investment Grade Debt Trust
1.  
1.  
To elect Trustees in the following manner:
Class II Nominees to serve until 2024 annual 
 
 
 
 
Class I Nominees to serve
meeting or until 2023 annual a successor is elected and
 
 
 
 
meeting or until a successor is elected and 
Forqualified: 
Against
For
Against 
Abstain
 
qualified:1a.  

Thomas F. Lydon, Jr. 

1a.  
Randall C. Barnes 
☐
☐☐
 
 
1b.  
DonaldRonald A. Chubb, Jr. 
☐
Nyberg 		☐
☐
1c.  
Angela Brock-Kyle 
☐
☐
☐
2.  
To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements or delays thereof. 
2. To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements or delays thereof.

PLEASE COMPLETE, DATE AND SIGN THIS PROXY AND RETURN IT PROMPTLY IN THE ENCLOSED ENVELOPE
Please sign here exactly as your name appears in the records of the Trust and date. If the shares are held jointly, each holder should sign. When signing as an attorney, executor, administrator, trustee, guardian, officer of a corporation or other entity or in any other representative capacity, please give the full title under signature(s).


   
Signature [PLEASE SIGN WITHIN BOX]
Date 
Signature [Joint Owners]
 Date


 

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS
FOR THE SHAREHOLDER MEETING: THE PROXY STATEMENT IS AVAILABLE AT
www.proxyvote.com

You can register to attend the virtual shareholder meeting at

https://www.viewproxy.com/Guggenheim/broadridge/vsm/

E89816-P32480D32974-P48962


Solicited on behalf of the Board of Trustees
GUGGENHEIM TAXABLE MUNICIPAL MANAGED DURATIONBOND & INVESTMENT GRADE DEBT TRUST
Annual Meeting of Shareholders
April 2, 2020


8, 2021
The Annual Meeting of Shareholders of Guggenheim Taxable Municipal Managed DurationBond & Investment Grade Trust (the “Trust”) will be held at the offices of Guggenheim Funds Investment Advisors, LLC, 227 West Monroe Street, 7th Floor, Chicago, IL 60606,virtually, on Thursday, April 2, 2020,8, 2021, at 10:00 a.m. Central Time (the “Annual Meeting”). The undersigned hereby appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris, and each of them or their respective designees, with full power of substitution and revocation, as proxies to represent and to vote all shares of the undersigned at the Annual Meeting and all adjournments, postponements or delays thereof, with all powers the undersigned would possess if personally present, upon the matters specified on the reverse side.
SHARES REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED. IF NO DIRECTION IS INDICATED AS TO THE PROPOSAL, THE PROXIES SHALL VOTE FOR SUCH PROPOSAL. THE PROXIES MAY VOTE AT THEIR DISCRETION ON ANY OTHER MATTER WHICH MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF.
PLEASE SIGN AND DATE ON THE REVERSE SIDE.


PROXY TABULATOR
P.O. BOX 9112
PROXY TABULATOR
P.O. BOX 9112
FARMINGDALE, NY 11735
 
SCAN TO
VIEW MATERIALS & VOTE 
 

To vote by Internet

1)   Read the Proxy Statement and have the proxy card below at hand.
2)   Go to website www.proxyvote.com or scan the QR Barcode above
3)   Follow the instructions provided on the website.

To vote by Telephone

1)   Read the Proxy Statement and have the proxy card below at hand.
2)   Call 1-800-690-6903
3)   Follow the instructions.


To vote by Mail

1)   Read the Proxy Statement.
2)   Check the appropriate boxes on the proxy card below.
3)   Sign and date the proxy card.
4)   Return the proxy card in the envelope provided.
Vote at the Virtual Annual Meeting
To attend and vote at the virtual meeting, please register at https://viewproxy.com/Guggenheim/broadridgevsm/


   
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:
 
E89817-P32480D32975-P48962 KEEP THIS PORTION FOR YOUR RECORDS 
 
 
DETACH AND RETURN THIS PORTION ONLY 
 
Fiduciary/Claymore Energy InfrastructureGuggenheim Enhanced Equity Income Fund
      
1.  
To elect Trustees in the following manner:
Class II Nominees to serve until 2024 annual 
 
 
 
 
Class I Nominees to serve until 2023 annual 
meeting or until a successor is elected and
For 
Against
Abstain
qualified: 
 
 
 
 
1a.qualified: 
Randall C. Barnes For 
☐
 Against
☐
☐
Abstain
 
 
1b.  
1a.  
Donald A. Chubb,Thomas F. Lydon, Jr. 
☐
☐
☐
 
 
1c.  
1b.  
Angela Brock-Kyle 
Ronald A. Nyberg 
☐
☐
☐
2.  
To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements or delays thereof. 
2. To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements or delays thereof.

PLEASE COMPLETE, DATE AND SIGN THIS PROXY AND RETURN IT PROMPTLY IN THE ENCLOSED ENVELOPE
Please sign here exactly as your name appears in the records of the FundTrust and date. If the shares are held jointly, each holder should sign. When signing as an attorney, executor, administrator, trustee, guardian, officer of a corporation or other entity or in any other representative capacity, please give the full title under signature(s).

   
Signature [PLEASE SIGN WITHIN BOX]
Date 
Signature [Joint Owners]
 Date
 

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS
FOR THE SHAREHOLDER MEETING: THE PROXY STATEMENT IS AVAILABLE AT
www.proxyvote.com

You can register to attend the virtual shareholder meeting at

https://www.viewproxy.com/Guggenheim/broadridge/vsm/
E89818-P32480


D32976-P48962
Solicited on behalf of the Board of Trustees
FIDUCIARY/CLAYMORE ENERGY INFRASTRUCTUREGUGGENHEIM ENHANCED EQUITY INCOME FUND
Annual Meeting of Shareholders
April 2, 20208, 2021


The Annual Meeting of Shareholders of Fiduciary/Claymore Energy InfrastructureGuggenheim Enhanced Equity Income Fund (the “Fund”) will be held at the offices of Guggenheim Funds Investment Advisors, LLC, 227 West Monroe Street, 7th Floor, Chicago, IL 60606,virtually, on Thursday, April 2, 2020,8, 2021, at 10:00 a.m. Central Time (the “Annual Meeting”). The undersigned hereby appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris, and each of them or their respective designees, with full power of substitution and revocation, as proxies to represent and to vote all shares of the undersigned at the Annual Meeting and all adjournments, postponements or delays thereof, with all powers the undersigned would possess if personally present, upon the matters specified on the reverse side.
SHARES REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED. IF NO DIRECTION IS INDICATED AS TO THE PROPOSAL, THE PROXIES SHALL VOTE FOR SUCH PROPOSAL. THE PROXIES MAY VOTE AT THEIR DISCRETION ON ANY OTHER MATTER WHICH MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF.
PLEASE SIGN AND DATE ON THE REVERSE SIDE.


PROXY TABULATOR
P.O. BOX 9112
PROXY TABULATOR
P.O. BOX 9112
FARMINGDALE, NY 11735
 
SCAN TO
VIEW MATERIALS & VOTE 
 

To vote by Internet

1)   Read the Proxy Statement and have the proxy card below at hand.
2)   Go to website www.proxyvote.com or scan the QR Barcode above
3)   Follow the instructions provided on the website.

To vote by Telephone

1)   Read the Proxy Statement and have the proxy card below at hand.
2)   Call 1-800-690-6903
3)   Follow the instructions.


To vote by Mail

1)   Read the Proxy Statement.
2)   Check the appropriate boxes on the proxy card below.
3)   Sign and date the proxy card.
4)   Return the proxy card in the envelope provided.
Vote at the Virtual Annual Meeting
To attend and vote at the virtual meeting, please register at https://viewproxy.com/Guggenheim/broadridgevsm/


   
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:
 
E89819-P32480D32977-P48962 KEEP THIS PORTION FOR YOUR RECORDS 
 
 
DETACH AND RETURN THIS PORTION ONLY 
 
Guggenheim Enhanced Equity IncomeCredit Allocation Fund
      
1.  
To elect Trustees in the following manner:
Class II Nominees to serve until 2024 annual 
 
 
 
 
Class I Nominees to serve until 2023 annual 
meeting or until a successor is elected andFor Against
Abstain
 
qualified: 
 
 
 
 
1a.qualified: 
Randall C. Barnes For
☐
Against 
☐
☐
 Abstain
 
 
1b.  
1a.  
Donald A. Chubb,Thomas F. Lydon, Jr. 
☐
☐
☐
 
 
1c.  
1b.  
Angela Brock-Kyle 
Ronald A. Nyberg 
☐
☐
☐
2.  
To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements or delays thereof. 
2. To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements or delays thereof.

PLEASE COMPLETE, DATE AND SIGN THIS PROXY AND RETURN IT PROMPTLY IN THE ENCLOSED ENVELOPE
Please sign here exactly as your name appears in the records of the FundTrust and date. If the shares are held jointly, each holder should sign. When signing as an attorney, executor, administrator, trustee, guardian, officer of a corporation or other entity or in any other representative capacity, please give the full title under signature(s).

   
Signature [PLEASE SIGN WITHIN BOX]
Date 
Signature [Joint Owners]
 Date



 

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS
FOR THE SHAREHOLDER MEETING: THE PROXY STATEMENT IS AVAILABLE AT
www.proxyvote.com

You can register to attend the virtual shareholder meeting at

https://www.viewproxy.com/Guggenheim/broadridge/vsm/
E89820-P32480


D32978-P48962
Solicited on behalf of the Board of Trustees
GUGGENHEIM ENHANCED EQUITY INCOMECREDIT ALLOCATION FUND
Annual Meeting of Shareholders
April 2, 2020


8, 2021
The Annual Meeting of Shareholders of Guggenheim Enhanced Equity IncomeCredit Allocation Fund (the “Fund”) will be held at the offices of Guggenheim Funds Investment Advisors, LLC, 227 West Monroe Street, 7th Floor, Chicago, IL 60606,virtually, on Thursday, April 2, 2020,8, 2021, at 10:00 a.m. Central Time (the “Annual Meeting”). The undersigned hereby appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris, and each of them or their respective designees, with full power of substitution and revocation, as proxies to represent and to vote all shares of the undersigned at the Annual Meeting and all adjournments, postponements or delays thereof, with all powers the undersigned would possess if personally present, upon the matters specified on the reverse side.
SHARES REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED. IF NO DIRECTION IS INDICATED AS TO THE PROPOSAL, THE PROXIES SHALL VOTE FOR SUCH PROPOSAL. THE PROXIES MAY VOTE AT THEIR DISCRETION ON ANY OTHER MATTER WHICH MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF.
PLEASE SIGN AND DATE ON THE REVERSE SIDE.

 
PROXY TABULATOR
P.O. BOX 9112
PROXY TABULATOR
P.O. BOX 9112
FARMINGDALE, NY 11735
 
SCAN TO
VIEW MATERIALS & VOTE 
 

To vote by Internet

1)   Read the Proxy Statement and have the proxy card below at hand.
2)   Go to website www.proxyvote.com or scan the QR Barcode above
3)   Follow the instructions provided on the website.

To vote by Telephone

1)   Read the Proxy Statement and have the proxy card below at hand.
2)   Call 1-800-690-6903
3)   Follow the instructions.


To vote by Mail

1)   Read the Proxy Statement.
2)   Check the appropriate boxes on the proxy card below.
3)   Sign and date the proxy card.
4)   Return the proxy card in the envelope provided.
Vote at the Virtual Annual Meeting
To attend and vote at the virtual meeting, please register at https://viewproxy.com/Guggenheim/broadridgevsm/


   
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:
 
E89821-P32480D32979-P48962 KEEP THIS PORTION FOR YOUR RECORDS 
 
 
DETACH AND RETURN THIS PORTION ONLY 
 
Guggenheim Credit AllocationStrategic Opportunities Fund
1.  
1.  
To elect Trustees in the following manner:
Class II Nominees to serve until 2023 annual 
 
 
 
 
Class I Nominees to serve until 2023 annual 
meeting or until a successor is elected andFor Against
Abstain
 
qualified: 
 
 
 
 
1a.qualified: 
Randall C. Barnes For  
☐
 Against
☐
☐
Abstain
 
1b.  
1a.  
Donald A. Chubb,Thomas F. Lydon, Jr. 
☐
☐
☐
 
1c.  
1b.  
Angela Brock-Kyle 
Ronald A. Nyberg 
☐
☐
☐
 
1c.  Sandra G. Sponem ☐☐☐
2. 
To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements or delays thereof. 
1d.  		Ronald E. Toupin, Jr. ☐☐☐
 
2. To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements or delays thereof.

PLEASE COMPLETE, DATE AND SIGN THIS PROXY AND RETURN IT PROMPTLY IN THE ENCLOSED ENVELOPE
Please sign here exactly as your name appears in the records of the FundTrust and date. If the shares are held jointly, each holder should sign. When signing as an attorney, executor, administrator, trustee, guardian, officer of a corporation or other entity or in any other representative capacity, please give the full title under signature(s).

   
Signature [PLEASE SIGN WITHIN BOX]
Date 
Signature [Joint Owners]
 Date

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS
FOR THE SHAREHOLDER MEETING: THE PROXY STATEMENT IS AVAILABLE AT
www.proxyvote.com

You can register to attend the virtual shareholder meeting at

https://www.viewproxy.com/Guggenheim/broadridge/vsm/
E89822-P32480


D32980-P48962
Solicited on behalf of the Board of Trustees
GUGGENHEIM CREDIT ALLOCATIONSTRATEGIC OPPORTUNITIES FUND
Annual Meeting of Shareholders
April 2, 2020


8, 2021
The Annual Meeting of Shareholders of Guggenheim Credit AllocationStrategic Opportunities Fund (the “Fund”) will be held at the offices of Guggenheim Funds Investment Advisors, LLC, 227 West Monroe Street, 7th Floor, Chicago, IL 60606,virtually, on Thursday, April 2, 2020,8, 2021, at 10:00 a.m. Central Time (the “Annual Meeting”). The undersigned hereby appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris, and each of them or their respective designees, with full power of substitution and revocation, as proxies to represent and to vote all shares of the undersigned at the Annual Meeting and all adjournments, postponements or delays thereof, with all powers the undersigned would possess if personally present, upon the matters specified on the reverse side.
SHARES REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED. IF NO DIRECTION IS INDICATED AS TO THE PROPOSAL, THE PROXIES SHALL VOTE FOR SUCH PROPOSAL. THE PROXIES MAY VOTE AT THEIR DISCRETION ON ANY OTHER MATTER WHICH MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF.
PLEASE SIGN AND DATE ON THE REVERSE SIDE.

PROXY TABULATOR
P.O. BOX 9112
FARMINGDALE, NY 11735

To vote by Internet

1) Read the Proxy Statement and have the proxy card below at hand.
2) Go to website www.proxyvote.com
3) Follow the instructions provided on the website.

To vote by Telephone

1) Read the Proxy Statement and have the proxy card below at hand.
2) Call 1-800-690-6903
3) Follow the instructions.

To vote by Mail

1) Read the Proxy Statement.
2) Check the appropriate boxes on the proxy card below.
3) Sign and date the proxy card.
4) Return the proxy card in the envelope provided.

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:
E89823-P32480 KEEP THIS PORTION FOR YOUR RECORDS 
DETACH AND RETURN THIS PORTION ONLY 
Guggenheim Strategic Opportunities Fund
1.  
To elect Trustees in the following manner: 
Class I Nominees to serve until 2022 annual 
meeting or until a successor is elected and 
For
Against 
Abstain
qualified: 



1a.  
Randall C. Barnes 
☐
☐
☐



1b.  
Donald A. Chubb, Jr. 
☐☐☐



1c.  
Roman Friedrich III 
☐☐☐



1d.  
Amy J. Lee 
☐☐☐



1e.  
Angela Brock-Kyle 
☐☐☐
2.  
To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements or delays thereof. 
PLEASE COMPLETE, DATE AND SIGN THIS PROXY AND RETURN IT PROMPTLY IN THE ENCLOSED ENVELOPE
Please sign here exactly as your name appears in the records of the Fund and date. If the shares are held jointly, each holder should sign. When signing as an attorney, executor, administrator, trustee, guardian, officer of a corporation or other entity or in any other representative capacity, please give the full title under signature(s).
Signature [PLEASE SIGN WITHIN BOX]                 Date 
Signature [Joint Owners]                 Date 


IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS
FOR THE SHAREHOLDER MEETING: THE PROXY STATEMENT IS AVAILABLE AT
www.proxyvote.com


E89824-P32480


Solicited on behalf of the Board of Trustees
GUGGENHEIM STRATEGIC OPPORTUNITIES FUND
Annual Meeting of Shareholders
April 2, 2020


The Annual Meeting of Shareholders of Guggenheim Strategic Opportunities Fund (the “Fund”) will be held at the offices of Guggenheim Funds Investment Advisors, LLC, 227 West Monroe Street, 7th Floor, Chicago, IL 60606, on Thursday, April 2, 2020, at 10:00 a.m. Central Time (the “Annual Meeting”). The undersigned hereby appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris, and each of them or their respective designees, with full power of substitution and revocation, as proxies to represent and to vote all shares of the undersigned at the Annual Meeting and all adjournments, postponements or delays thereof, with all powers the undersigned would possess if personally present, upon the matters specified on the reverse side.
SHARES REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED. IF NO DIRECTION IS INDICATED AS TO THE PROPOSAL, THE PROXIES SHALL VOTE FOR SUCH PROPOSAL. THE PROXIES MAY VOTE AT THEIR DISCRETION ON ANY OTHER MATTER WHICH MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF.
PLEASE SIGN AND DATE ON THE REVERSE SIDE.