Securities
and Exchange Commission
Washington,
DC 20549
Notification
of Redemption of Securities Pursuant to Rule 23c-2
Under the
Investment Company Act of 1940
RMR DIVIDEND
CAPTURE FUND
400
Centre Street, Newton, Massachusetts 02458
Securities
Act File No. 333-147635
Investment
Company Act File No. 811-22079
The undersigned registered closed-end investment
company hereby notifies the Securities and Exchange Commission (the “Commission”)
that it intends to redeem securities of which it is the issuer, as set forth
below in accordance with the requirements of Rule 23c-2 under the
Investment Company Act of 1940, as amended.
(1)
Title
of the class of securities to be redeemed:
Preferred shares,
par value $.0001 per share (CUSIP
76970L208),
liquidation preference of $25,000 per share, Series F (the “Preferred
Shares”).
(2)
Date on
which the securities are to be called or redeemed:
The Preferred Shares are
to be redeemed on January 8, 2009.
(3)
Applicable
provisions of the governing instrument pursuant to which the securities are to
be redeemed:
The Preferred Shares are to be redeemed in accordance with
Section 11(a) of
Part I of Article X of the Fund’s Amended and Restated Bylaws.
(4)
The
principal amount or number of shares and the basis upon which the securities to
be redeemed are to be selected:
16 outstanding Preferred
Shares will be redeemed. The issuer will
redeem the Preferred Shares from the registered holders of such shares on a pro
rata basis.
Please note that
this notice serves only to disclose a proposed redemption of Preferred Shares.