Washington, D.C. 20549

Under the Securities and Exchange Act of 1934
(Amendment No. 14)

Brantley Capital Corporation
(Name of Issuer)

Common Stock
(Title of Class of Securities)

(CUSIP Number)

George W. Karpus, President
Karpus Management, Inc. d/b/a
Karpus Investment Management
183 Sully?s Trail
Pittsford, New York 14534
(585) 586-4680

(Name, Address, and Telephone Number of Person Authorized to Receive Notices
and Communications)

March 9, 2006
(Date of Event which Requires Filing of this Statement)

If the person has previously filed a statement on Schedule 13G to report the
acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1 (b) (3) or (4), check the following box. [ ]

(Page 1 of 5 pages)
There are no exhibits.

Item 1.  Security and Issuer

Common Stock
Brantley Capital Corporation
3201 Enterprise Parkway, Suite 350
Cleveland, Ohio 44122

Item 2.  Identity and Background

(a) Karpus Management, Inc., d/b/a Karpus Investment Management (?KIM?),
George W. Karpus, President, Director, and controlling stockholder, JoAnn Van
Degriff, Vice-President and Director, and Sophie Karpus, Director.

(b) The address of KIM?s principal place of business and principal office is 183
Sully?s Trail, Pittsford, New York 14534.

(c) Principal business and occupation - Investment Management for individuals,
pension, and profit sharing plans, corporations, endowments, trust, and others,
specializing in conservative asset management (i.e. fixed income investments).

(d) None of George W. Karpus, Jo Ann Van Degriff or Sophie Karpus (?the
Principals?) or KIM has been convicted in the past 5 years of any criminal
proceeding (excluding traffic violations).

(e) During the last 5 years none of the Principals or KIM has been a party to a
civil proceeding as a result of which any of them is subject to a judgment,
decree, or final order enjoining future violations of or prohibiting or
mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.

(f) Each of the Principals is a United States citizen.  KIM is a New York

Item 3.  Source and Amount of Funds or Other Considerations

KIM, an independent investment advisor, has accumulated 344,238
shares of BBDC on behalf of accounts that are managed by KIM
(?the Accounts?) under limited powers of attorney.  All funds that
have been utilized in making such purchases are from such Accounts.

Item 4.  Purpose of Transaction

KIM has purchased Shares for investment purposes.  Being primarily a
fixed income manager, with a specialty focus in the closed end fund
sector, the profile of BBDC fit the investment guidelines for various
Accounts.  Shares have been acquired since July 2, 2001.

Item 5.  Interest in Securities of the Issuer

(a)  As of the date of this report, KIM owns 344,238 shares, which
represents 9.03 % of the outstanding Shares.  George W. Karpus presently
owns 4,167 shares purchased on May 22, 2003 at $8.49 (1000 shares),
May 29 at $8.35 (167 shares), June 3 and 9 at $8.35 (500 shares), June 10
at $8.37 (2000 shares), and August 19 and 25, 2004 at $10.79 (500 shares).
Dana R. Consler presently owns 120 shares purchased on October
29, 2004 at $10.75 (20 shares) and November 1 at $10.97 (100 shares).
Karpus Investment Profit Sharing Plan currently owns 2900 shares
purchased on May 20, 2003 at $8.59 (2000 shares) and November 30,
2004 at $11.16 (200 shares), and September 22, 2005 at $ 5.95 (400
shares), November 14 at $ 4.40 (300 shares) .  Karpus Investment Defined
Benefit Plan presently owns 20 shares purchased October 14, 2004 at
$11.01. Jo Ann Van Degriff presently owns 501 shares purchased on
October 26, 2005 at$ 4.50 per share. Garnsey Partners L.P. is a hedge fund
managed by Karpus Investment Management, of which George W. Karpus
owns 6.0%, Jo Ann Van Degriff owns 0.71%, and Kathleen F. Crane owns
0.07%.  Garnsey Partners L.P. currently owns 27,448 shares.  None of the
other Principals of KIM presently owns shares of BBDC.

(b)  KIM has the sole power to dispose of and to vote all of such Shares
under limited powers of attorney.

(c)  The first open market purchase occurred on July 2, 2001 as
previously reported.  Open market purchases for the last 60 days for
the Accounts.  There have been no dispositions and no acquisitions,
other than by such open market purchases, during such period.

Price Per Share
Price Per Share






The Accounts have the right to receive all dividends from, any proceeds
from the sale of the Shares.  KIM reserves the right to further accumulate
or sell shares. None of the Accounts has an interest in shares constituting
more than 5% of the Shares outstanding.

Item 6.  Contracts, Arrangements, Understandings, or Relationships with Respect
to Securities of the Issuer

Except as described above, there are no contracts, arrangements,
understandings or relationships of any kind among the Principals and KIM
and between any of them and any other person with respect to any of
BBDC securities.

Item 7.  Materials to be Filed as Exhibits

Not applicable.


	After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete, and

Karpus Management, Inc.

Name:  	Sharon L. Thornton
Title:  		Director of Investment Personnel and Senior Analyst
Dated:  	March 9, 2006