13D Filing: Saba Capital and Blackrock Debt Strategies Fund Inc. (DSU)

If the filing person has previously filed a statement on Schedule
13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e),
Rule 13d-1(f) or Rule 13d-1(g), check the following box. [X]

(Page 1
of 6 Pages)

______________________________

* The remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall
not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or
otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).

¹ The percentages used
in this Schedule 13D are calculated based upon 60,752,663 Common Shares outstanding as of May 30, 2017 as disclosed in Issuer’s
proxy statement, filed under cover of Schedule 14A on June 7, 2017.

____________________________

¹ The percentages used in this Schedule 13D are calculated
based upon 60,752,663 Common Shares outstanding as of May 30, 2017 as disclosed in Issuer’s proxy statement, filed under
cover of Schedule 14A on June 7, 2017.

This Amendment No. 1 (“Amendment
No. 1”) amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the
“SEC”) on September 14, 2016 (together with this Amendment No. 1, the “Schedule 13D”)
with respect to the common stock, par value $0.10 per share (the
“Common Shares”), of BlackRock Debt Strategies Fund, Inc. (the
“Issuer”). This Amendment No. 1 amends Items 3, 4, 5, 6 and 7 as set forth below.

SIGNATURES

After reasonable inquiry and to the best
of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true,
complete and correct.

Date: October 3, 2017

Exhibit 3

September 29, 2017

VIA EMAIL and FEDERAL EXPRESS

The Board of Trustees

BlackRock Debt Strategies Fund, Inc.

C/O: Ms. Janey Ahn, Secretary

BlackRock, Inc.,

55 East 52nd Street,

New York, New York 10055

Re: BlackRock Debt Strategies Fund Inc. (the “Fund”)

Dear Ms. Ahn:

Saba Capital Management,
L.P. (“Saba Capital”), as investment advisor to Saba Capital Master Fund, Ltd. (the “Saba Fund” and together
with Saba Capital, “Saba”), the direct owner of 8,620,138 shares of the Fund, hereby submits the following proposal
on behalf of the Saba Fund pursuant to Rule 14a-8 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), for presentation to the Fund’s shareholders at the Fund’s next annual shareholder’s meeting anticipated
to be held on July 25, 2018, or any postponement or adjournment or special meeting held in lieu thereof (the “Meeting”).

The Saba Fund’s Rule
14a-8 shareholder proposal (the “Proposal”) is as follows:

 PROPOSAL

“BE IT RESOLVED, that
the shareholders of BlackRock Debt Strategies Fund Inc. (the “Fund“), request that the Board of Trustees (the
“Board”) consider authorizing a self-tender offer for 30% of the common shares of the Fund at or close to net
asset value (“NAV”).”

SUPPORTING STATEMENT

The Closed-End Fund Center
(www.CEFA.com) classifies the Fund in a peer group of twenty-five “Loan-Participation” closed-end funds.  Within
this peer group, the Fund’s discount to NAV ranks the last (i.e., the worst) out of the twenty-five closed-end funds.

The Fund has become too large
since BlackRock merged it with other funds in 2013. BlackRock has taken the Fund that had averaged a 1.5% discount to NAV for fifteen
years before the merger and left shareholders with a fund that has averaged 10.9% discount to NAV since the merger. It is time
for shareholders to see their shares trade at their actual value, something which would currently lead to an approximate 10% gain
for shareholders.

If the Fund were to trade back
to NAV, BlackRock stands ready with a “Shelf Offering” to issue up to an additional 16.125 million shares and dilute
shareholders, likely returning the Fund to a significant discount.

In comparison, BlackRock’s
peer investment manager PIMCO manages twenty closed-end funds which average an approximate 10% PREMIUM to NAV and none with
a discount greater than 2.4%.  With BlackRock’s 5.7 trillion in AUM, why is BlackRock allowing shareholders to suffer
for a less then market valuation for their investment?

Recently, there have been dozens
of examples where boards have taken corporate action in the closed-end fund space. Shareholders should have the opportunity to
realize a price for their shares close to NAV. Toward that end; the Board should consider authorizing a self-tender offer for 30%
of the shares outstanding of the Fund at or close to NAV.

Please vote FOR the Proposal
and tell the Board that you want it to take action to collapse the Fund’s discount and increase shareholder value.

END OF PROPOSAL

The Saba Group began
purchasing the shares as early as 2013. As is required by Rule 14a-8 of the Securities Exchange Act of 1934, attached is a letter
from National Financial Services verifying that the Saba Fund referenced therein continuously and beneficially owned shares having
a market value of $2,000 or more for at least one year prior to the date of the

submittal of the above Proposal. The Saba
Fund intends to continue to hold the shares referenced through the date of the Meeting.

Please notify us as
soon as possible if you would like any further information or if you believe this notice is deficient in any way or if additional
information is required so that the Saba Group may promptly provide it to you in order to cure any deficiency.

Thank you for your time and consideration.

Sincerely,