UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 144
NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
ATTENTION: Transmit for filing 3 copies of this form concurrently with either
placing an order with a broker to execute sale or executing a sale
directly with a market maker.
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1(a) NAME OF ISSUER (Please type or print)
First Trust Value Line Dividend Fund
1(b) IRS IDENT. NO.
57-1173626
1(c) S.E.C. FILE NO.
333-106392
1(d) ADDRESS OF ISSUER STREET
1001 Warrenville Road, Suite 300
CITY STATE ZIP CODE
Lisle Illinois 60532
1(e) TELEPHONE NO.
AREA CODE NUMBER
630 241-4141
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2(a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD
First Trust Portfolios, L.P.
2(b) IRS IDENT. NO.
36-3768815
2(c) RELATIONSHIP TO ISSUER
Affiliate of the Issuer's Advisor
2(d) ADDRESS STREET
1001 Warrenville Road, Suite 300
CITY STATE ZIP CODE
Lisle Illinois 60532
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INSTRUCTIONS: The person filing this notice should contact the issuer to obtain
the I.R.S. Identification Number and the S.E.C. File Number.
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3(a) Title of the Class of Securities To Be Sold
Common Shares
3(b) Name and Address of Each Broker Through Whom the Securities are to be
Offered or Each Market Maker who is Acquiring the Securities
Wall Street Access
17 Battery Place
New York, NY 10004
SEC USE ONLY
Broker-Dealer File Number
3(c) Number of Shares or Other Units To Be Sold (See instr. 3(c))
10,000
3(d) Aggregate Market Value (See instr. 3(d))
$139,100
3(e) Number of Shares or Other Units Outstanding (See instr. 3(e))
32,400,000
3(f) Approximate Date of Sale (See instr. 3(f)) (MO. DAY YR.)
December 28, 2005
3(g) Name of Each Securities Exchange (See instr. 3(g))
American Stock Exchange
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INSTRUCTIONS:
1. (a) Name of issuer
(b) Issuer's I.R.S. Identification Number
(c) Issuer's S.E.C. file number, if any
(d) Issuer's address, including zip code
(e) Issuer's telephone number, including area code
2. (a) Name of person for whose account the securities are to be sold
(b) Such person's I.R.S. identification number, if such person is an entity
(c) Such person's relationship to the issuer (e.g., officer, director, 10%
stockholder, or member of immediate family of any of the foregoing)
(d) Such person's address, including zip code
3. (a) Title of the class of securities to be sold
(b) Name and address of each broker through whom the securities are
intended to be sold
(c) Number of shares or other units to be sold (if debt securities, give the
aggregate face amount)
(d) Aggregate market value of the securities to be sold as of a specified
date within 10 days prior to the filing of this notice
(e) Number of shares or other units of the class outstanding, or if debt
securities the face amount thereof outstanding, as shown by the most
recent report or statement published by the issuer
(f) Approximate date on which the securities are to be sold
(g) Name of each securities exchange, if any, on which the securities
are intended to be sold
TABLE I - SECURITIES TO BE SOLD
Furnish the following information with respect to the acquisition of the
securities to be sold and with respect to the payment of all or any part of the
purchase price or other consideration therefor:
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Title of Class
Common Shares
Date you Acquired
August 19, 2003
Nature of Acquisition Transaction
Private Placement
Name of Person from Whom Acquired (If gift, also give date donor acquired)
First Trust Value Line Dividend Fund
Amount of Securities Acquired
10,000 shares at $14.325/share for a total of $143,250
Date of Payment
August 19, 2003
Nature of Payment
Wired Cash
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INSTRUCTIONS: If the securities were purchased and full payment therefor was
not made in cash at the time of purchase, explain in the table or
in a note thereto the nature of the consideration given. If the
consideration consisted of any note or other obligation, or if
payment was made in installments describe the arrangement and
state when the note or other obligation was discharged in full
or the last installment paid.
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TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS
Furnish the following information as to all securities of the issuer sold during
the past 3 months by the person for whose account the securities are to be sold.
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Name and Address of Seller
NOT APPLICABLE
Title of Securities Sold
Date of Sale
Amount of Securities Sold
Gross Proceeds
REMARKS:
INSTRUCTIONS:
See the definition of "person" in paragraph (a) of Rule 144. Information is to
be given not only as to the person for whose account the securities are to be
sold but also as to all other persons included in that definition. In addition,
information shall be given as to sales by all persons whose sales are required
by paragraph (e) of Rule 144 to be aggregated with sales for the account of the
person filing this notice.
ATTENTION:
The person for whose account the securities to which this notice relates are to
sold hereby represents by signing this notice that he does not know any material
adverse information in regard to the current and prospective operations of the
Issuer of the securities to be sold which has not been publicly disclosed.
December 22, 2005 /s/ W. Scott Jardine, General Counsel
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DATE OF NOTICE (SIGNATURE)
The notice shall be signed by the person for whose account the securities are to
be sold. At least one copy of the notice shall be manually signed. Any copies
not manually signed shall bear typed or printed signatures.
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ATTENTION: Intentional misstatements or omission of facts constitute
Federal Criminal Violations (See 18 U.S.C. 1001)
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