Saba Capital Income & Opportunities Fund
405 Lexington Avenue
58th Floor
New York, NY, 10174
March 25, 2026
VIA EDGAR
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
| Re: |
Saba Capital Income & Opportunities Fund (the “Fund”)
(Securities Act File No. 333-294432; Investment Company
Act File No. 811-05410)
Request for Withdrawal of Registration Statement
|
Ladies and Gentlemen,
Pursuant to Rule 477 under the Securities Act of 1933 (the “1933
Act”), the Fund hereby requests the withdrawal of the Fund’s registration statement on Form N-14, together with all exhibits
thereto (File No. 333-294432), which was filed with the U.S. Securities and Exchange Commission (the “Commission”) on March
19, 2026 (via SEC Accession No. 0001213900-26-031786) (the “N-14 Filing”).
We believe that withdrawal of the N-14 Filing is consistent with
the public interest and the protection of investors because: (1) the filing was prepared in connection with a proposed issuance of the
Fund’s common shares in connection with proposed merger transactions that are no longer contemplated; (2) no securities were sold
or exchanged in connection with the offering; and (3) the N-14 Filing did not become effective. The Fund requests, in accordance with
Rule 457(p) under the 1933 Act, that all fees paid to the Commission in connection with the N-14 Filing be credited for future use. The
Fund understands that pursuant to Rule 477(b) under the 1933 Act, this application of withdrawal will be deemed granted at the time filed
with the Commission unless, within 15 calendar days after the filing, the Commission notifies the Fund that the application for withdrawal
will not be granted.
If you have any questions, please call George Silfen of Alston &
Bird LLP at (212) 905-9106.
Sincerely,
SABA CAPITAL INCOME & OPPORTUNITIES FUND
| By |
/s/ Paul Kazarian |
|
| |
Name: Paul Kazarian |
|
| |
Title: Chief Executive Officer |
|
| cc: |
George Silfen, Alston & Bird LLP |
