UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 28)*

Saba Capital Income & Opportunities Fund II

(Name of Issuer)

Common Shares, No par value

(Title of Class of Securities)

880198106

(CUSIP Number)

Saba Capital Management, L.P.

405 Lexington Avenue

58th Floor

New York, NY 10174

Attention: Michael D'Angelo

(212) 542-4635
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 1, 2024

(Date of Event Which Requires Filing of This Statement)

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).

CUSIP No. 880198106

SCHEDULE 13D/A

Page 2 of 6 Pages

1	NAME OF REPORTING PERSON Saba Capital Management, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(a) ☐ (b) ☐
3	SEC USE ONLY
4	SOURCE OF FUNDS OO (see Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)		☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	7	SOLE VOTING POWER -0-
	8	SHARED VOTING POWER 7,888,634
	9	SOLE DISPOSITIVE POWER -0-
	10	SHARED DISPOSITIVE POWER 7,888,634
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 7,888,634
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.96%
14	TYPE OF REPORTING PERSON PN; IA

The percentages used herein are calculated based upon 56,510,504 shares of common stock outstanding as of 11/13/23, as disclosed in the company's SC TO-I/A filed 11/13/23

CUSIP No. 880198106

SCHEDULE 13D/A

Page 3 of 6 Pages

1	NAME OF REPORTING PERSON Boaz R. Weinstein
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(a) ☐ (b) ☐
3	SEC USE ONLY
4	SOURCE OF FUNDS OO (see Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)		☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	7	SOLE VOTING POWER 186,271
	8	SHARED VOTING POWER 7,888,634
	9	SOLE DISPOSITIVE POWER 186,271
	10	SHARED DISPOSITIVE POWER 7,888,634
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 8,074,905
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 14.29%
14	TYPE OF REPORTING PERSON IN

The percentages used herein are calculated based upon 56,510,504 shares of common stock outstanding as of 11/13/23, as disclosed in the company's SC TO-I/A filed 11/13/23

CUSIP No. 880198106

SCHEDULE 13D/A

Page 4 of 6 Pages

1	NAME OF REPORTING PERSON Saba Capital Management GP, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(a) ☐ (b) ☐
3	SEC USE ONLY
4	SOURCE OF FUNDS OO (see Item 3)
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)		☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	7	SOLE VOTING POWER 266
	8	SHARED VOTING POWER 7,888,634
	9	SOLE DISPOSITIVE POWER 266
	10	SHARED DISPOSITIVE POWER 7,888,634
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 7,888,900
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.96%
14	TYPE OF REPORTING PERSON OO

The percentages used herein are calculated based upon 56,510,504 shares of common stock outstanding as of 11/13/23, as disclosed in the company's SC TO-I/A filed 11/13/23

CUSIP No. 880198106

SCHEDULE 13D/A

Page 5 of 6 Pages

Item 1.	SECURITY AND ISSUER

	This Amendment No. 27 amends and supplements the statement on Schedule 13D filed with the SEC on 11/18/20, as amended by Amendment No. 1 filed 12/9/20, Amendment No. 2 filed 12/16/20, Amendment No. 3 filed 12/28/20, Amendment No. 4 filed 12/29/20, Amendment No. 5 filed 1/14/21, Amendment No. 6 filed 1/29/21, Amendment No. 7 filed 5/12/21, Amendment No. 8 filed 7/9/21, Amendment No. 9 filed 7/27/21, Amendment No. 10 filed 8/10/21, Amendment No. 11 filed 11/29/21, Amendment No. 12 filed 12/16/21, Amendment No. 13 filed 12/28/21, Amendment No. 14 filed 6/7/22, Amendment No. 15 filed 7/14/22, Amendment No. 16 filed 8/23/22, Amendment No. 17 filed 9/21/22, Amendment No. 18 filed 11/7/22, Amendment No. 19 filed 12/30/22, Amendment No. 20 filed 6/9/23, Amendment No. 21 filed 6/21/23, Amendment No. 22 filed 8/18/23, Amendment No. 23 filed 9/6/23, Amendment No. 24 filed 11/8/23, Amendment No. 25 filed 11/14/23, Amendment No. 26 filed 12/14/23, Amendment No. 27 filed 12/18/24; with respect to the common shares of Saba Capital Income & Opportunities Fund II. This Amendment No. 28 amends Items 3 and 5(a) as set forth below.

Item 3.	SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

	Funds for the purchase of the Common Shares were derived from the subscription proceeds from investors and the capital appreciation thereon and margin account borrowings made in the ordinary course of business. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time. Since other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Common Shares reported herein. A total of approximately $46,869,541 was paid to acquire the Common Shares reported herein.

Item 5.	INTEREST IN SECURITIES OF THE ISSUER

(a)	See rows (11) and (13) of the cover pages to this Schedule 13D/A for the aggregate number of Common Shares and percentages of the Common Shares beneficially owned by each of the Reporting Persons. The percentages used herein are calculated based upon 56,510,504 shares of common stock outstanding as of 11/13/23, as disclosed in the company's SC TO-I/A filed 11/13/23. On March 1, 2024, in connection with an expiration of a mandate, Saba Capital, which served as investment manager to a certain account, no longer has beneficial ownership over an aggregate of 903,705 shares held in the account and accordingly will no longer be reporting these shares on the Schedule 13D.

(b)	See rows (7) through (10) of the cover pages to this Schedule 13D/A for the number of Common Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.

(c)	There have been no transactions in the shares of Common Stock effected by the Reporting Persons during the past sixty (60) days.

(d)	The funds and accounts advised by Saba Capital have the right to receive the dividends from and proceeds of sales from the Common Shares.

(e)	Not applicable.

CUSIP No. 880198106

SCHEDULE 13D/A

Page 6 of 6 Pages

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: March 5, 2024

	SABA CAPITAL MANAGEMENT, L.P. By: /s/ Michael D'Angelo
	Name: Michael D'Angelo Title: Chief Compliance Officer


	SABA CAPITAL MANAGEMENT GP, LLC By: /s/ Michael D'Angelo Name: Michael D'Angelo Title: Authorized Signatory


	BOAZ R. WEINSTEIN By: /s/ Michael D'Angelo
	Name: Michael D'Angelo
	Title: Attorney-in-fact*
* Pursuant to a power of attorney dated as of November 16, 2015, which is incorporated herein by reference to Exhibit 2 to the Schedule 13G filed by the Reporting Persons on December 28, 2015, accession number: 0001062993-15-006823

TEMPLETON GLOBAL INCOME FUND SC 13D/A