UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DCD.C. 20549

FORM 8‑-K

CURRENT REPORT ~~PURSUANT~~

PURSUANT TO SECTION 13 OR 15(Dd) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of ~~report~~Report (Date of earliest event reported): ~~December~~May 211, ~~2019~~2023

SPECIAL OPPORTUNITIES FUND, INC. (Exact Name of Registrant as Specified in its Charter)

(Exact Name of Registrant as Specified in Its Charter)

Maryland	811-07528	13-3702911
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

~~Maryland~~615 East Michigan Street

~~(State~~Milwaukee, orWI ~~Other Jurisdiction of Incorporation)~~53202

811-07528 13-3702911

(Commission File Number) (IRS Employer Identification No.)

Park 80 West, 250 Pehle Avenue, Suite 708, Saddle River, New Jersey 07663

(Address of Principal Executive Offices) (Zip Code)

(1-877) -607-0414

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ~~(see General Instruction A.2. below)~~:

□ ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

□ ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

□ ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

□ ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e- 4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	SPE	New York Stock Exchange
2.75% Convertible Preferred Stock	SPE.PC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ~~[ ]~~☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ~~[ ]~~ ☐

Item 78.01. ~~Regulation~~Other ~~FD Disclosure~~Events.

On ~~December~~May 211, ~~2019~~2023, ~~Special~~the ~~Opportunities Fund~~Registrant, ~~Inc.~~along ~~(the~~with ~~“Fund”)~~Bulldog ~~submitted~~Investors aLLP ~~request~~and ~~for~~High aIncome ~~determination~~Securities toFund, ~~the~~issued ~~Staff of~~ the press ~~Division~~release ofattached ~~Investment~~hereto ~~Management~~as ofExhibit ~~the~~99.1 ~~Securities~~announcing ~~Exchange~~that ~~Commission~~they ~~(the~~have ~~“Staff”)~~filed asan toaction ~~whether~~in ~~certain potential amendments to~~ the ~~Fund’s~~U.S. ~~by-laws~~District ~~would~~Court ~~contravene~~for the ~~Investment~~District ~~Company Act~~ of ~~1940,~~Massachusetts ~~particularly Sections 16(a)~~to, ~~18(i)~~among ~~and 36(a). The~~other ~~proposed amendments include share ownership limitations~~things, aenforce ~~majority~~the voting ~~requirement~~results ~~for~~in ~~director~~favor ~~election,~~of ~~and~~the ~~a continuing director by-law which would confer certain powers specifically upon continuing directors. The Fund~~Registrant’s ~~Board has~~nominees ~~not~~for ~~taken~~election ~~any action relating~~ to the ~~adoption~~Board of ~~proposed~~Trustees ~~amendments~~of toFirst ~~the~~Trust ~~Fund’s~~Dynamic ~~by-laws~~Europe ~~and~~Equity ~~will~~Income ~~consider~~Fund ~~the~~at ~~Staff’s~~its ~~determination~~annual ~~before~~meeting ~~taking~~on ~~any~~April ~~such~~3, ~~actions~~2023.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Fund Letter dated December 2, 2019 to the Staff

Exhibit No.		Exhibit
99.1		Press release dated May 11, 2023.

~~SIGNATURES~~SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~Registrant~~registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SPECIAL OPPORTUNITIES FUND, INC. (Registrant) By: /s/ Phillip Goldstein Name: Phillip Goldstein Title: Chairman

Dated: June 7, 2023	SPECIAL OPPORTUNITIES FUND, INC.

	By:	/s/ Andrew Dakos
		Name: Andrew Dakos Title: President

Date: December 3, 2019

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