CION Investment Corp

Non-income producing security.

The coupon rate shown represents the rate at March 31, 2024.

Fair valued securities. The total market value of these securities was $4,899,346, representing 3.00% of net assets. Value determined using significant unobservable inputs.

The rate shown represents the seven-day yield at March 31, 2024.

Illiquid securities. The total market value of these securities was $0, representing 0.00% of net assets.

Special Opportunities Fund, Inc.
Portfolio of Investments
March 31, 2024
(Unaudited)

INVESTMENT COMPANIES - 100.55%		Shares		Value
Closed-End Funds - 86.59%
AllianceBernstein National Municipal Income Fund, Inc.		156,984	$	1,725,253
Bancroft Fund Ltd.		22,345		357,297
BlackRock California Municipal Income Trust		141,453		1,671,974
Blackstone Strategic Credit 2027 Term Fund		42,295		503,311
BNY Mellon Alcentra Global Credit Income 2024 Target Term Fund, Inc.		54,458		468,883
BNY Mellon Municipal Income, Inc.		621,787		4,246,805
BNY Mellon Strategic Municipal Bond Fund, Inc.		474,121		2,778,349
Carlyle Credit Income Fund		95,572		752,152
Central and Eastern Europe Fund, Inc.		188,883		1,798,166
Central Securities Corp.		219,394		9,164,087
ClearBridge Energy Midstream Opportunity Fund, Inc.		116,984		4,750,720
ClearBridge MLP & Midstream Fund, Inc.		97,213		4,450,411
ClearBridge MLP & Midstream Total Return Fund, Inc.		57,489		2,384,644
Destra Multi-Alternative Fund		216,567		1,693,554
Dividend and Income Fund		350,673		4,544,722
DWS Municipal Income Trust		1,175,285		10,612,824
DWS Strategic Municipal Income Trust		317,559		2,838,977
Eaton Vance New York Municipal Bond Fund		406,789		3,949,921
Ellsworth Growth and Income Fund Ltd.		76,934		624,704
Federated Hermes Premier Municipal Income Fund		4,839		53,568
First Trust High Yield Opportunities 2027 Term Fund		60,742		883,189
Gabelli Dividend & Income Trust		133,595		3,070,013
General American Investors Co., Inc.		324,541		15,094,402
Herzfeld Caribbean Basin Fund, Inc.		19,614		50,800
High Income Securities Fund		242,733		1,643,302
Highland Opportunities and Income Fund		310,059		2,179,715
Invesco High Income 2024 Target Term Fund		201,622		1,515,189
Magellan Global Fund/Close Class		5,000		7,038
Mexico Equity & Income Fund, Inc.		100,100		1,157,156
MFS High Yield Municipal Trust		764,782		2,546,724
MFS Investment Grade Municipal Trust		245,919		1,873,903
MFS Special Value Trust		588		2,617
Miller/Howard High Dividend Fund		64,067		710,503
Morgan Stanley Emerging Markets Domestic Debt Fund, Inc.		162,390		771,353
Neuberger Berman Municipal Fund, Inc.		179,440		1,878,737
Neuberger Berman Next Generation Connectivity Fund, Inc.		535,671		6,294,134
New America High Income Fund, Inc.		92,045		670,088
Nuveen Multi-Asset Income Fund		12,779		158,971
Nuveen Preferred & Income Term Fund		49,591		954,131
NXG NextGen Infrastructure Income Fund		17,263		671,013
Pershing Square Holdings Ltd. Fund		30,000		1,544,112
Pershing Square Holdings Ltd. Fund		10,000		515,800
PGIM Short Duration High Yield Opportunities Fund		20,310		312,368
Principal Real Estate Income Fund		201,915		2,085,782
Royce Value Trust, Inc.		83,173		1,261,734
Saba Capital Income & Opportunities Fund		237,096		1,728,430
SRH Total Return Fund, Inc.		1,116,522		16,814,820
Taiwan Fund, Inc.		96,474		3,822,300
The Swiss Helvetia Fund, Inc.		236,992		1,879,347
Tortoise Energy Independence Fund, Inc.		49,741		1,677,267
Tortoise Power and Energy Infrastructure Fund, Inc.		150,865		2,351,367
Virtus Convertible & Income 2024 Target Term Fund		114,903		1,011,721
Virtus Total Return Fund, Inc.		819,852		4,566,576
Western Asset Global Corporate Defined Opportunity Fund, Inc.		287		3,582
Western Asset Intermediate Muni Fund, Inc.		24,397		193,224
				141,271,730
Business Development Companies - 13.95%
Barings BDC, Inc.		205,560		1,911,708
CION Investment Corp.		899,218		9,891,398
FS KKR Capital Corp.		273,974		5,224,684
Logan Ridge Finance Corp.		81,161		1,825,311
Portman Ridge Finance Corp.		98,369		1,867,044
Runway Growth Finance Corp.		110,758		1,342,387
SuRo Capital Corp. (a)		154,890		704,750
				22,767,282
Total Investment Companies (Cost $141,941,343)				164,039,012

		Shares/Units
SPECIAL PURPOSE ACQUISITION VEHICLES - 20.08%
99 Acquisition Group, Inc. (a)		154,727		1,593,688
Agriculture & Natural Solutions Acquisition Corp. (a)		25,000		253,875
Ai Transportation Acquisition Corp. (a)		57,331		589,363
AP Acquisition Corp. (a)		193,647		2,184,338
Ares Acquisition Corp. II (a)		161,985		1,712,181
Colombier Acquisition Corp. II (a)		61,998		636,719
EVe Mobility Acquisition Corp. (a)		34,200		374,148
Feutune Light Acquisition Corp. (a)		84,084		914,834
Four Leaf Acquisition Corp. (a)		67,644		723,114
Global Lights Acquisition Corp. (a)		314,976		3,206,456
Haymaker Acquisition Corp. 4 (a)		179,631		1,871,755
IB Acquisition Corp. (a)		214,860		2,150,749
Inflection Point Acquisition Corp. II (a)		326,335		3,415,096
Investcorp Europe Acquisition Corp. I (a)		154,932		1,746,084
Nabors Energy Transition Corp. II (a)		31,658		329,243
New Providence Acquisition Corp. II (a)		11,137		120,057
Quetta Acquisition Corp. (a)		167,742		1,707,614
Screaming Eagle Acquisition Corp. (a)		491,801		5,262,270
TG Venture Acquisition Corp. (a)(c)		309,207		3,342,528
Trailblazer Merger Corp. I (a)		59,479		629,288
Total Special Purpose Acquisition Vehicles (Cost $32,013,995)				32,763,400

		Shares
PREFERRED STOCKS - 0.22%
Diversified REITs - 0.22%
NexPoint Diversified Real Estate Trust (a)		22,324		351,603
Office REITs - 0.01%
Brookfield DTLA Fund Office Trust Investor, Inc. (a)		171,723		14,596

Total Preferred Stocks (Cost $4,932,716)				366,199

OTHER COMMON STOCKS - 6.63%
Biotechnology - 0.37%
Cyteir Therapeutics, Inc. (a)(c)		200,000		602,000
Broadline Retail - 0.61%
Macy's, Inc.		50,000		999,500
Financial Services - 0.18%
Cannae Holdings, Inc. (a)		12,980		288,675
Food Products - 0.24%
Limoneira Co.		20,000		391,200
Oil, Gas & Consumable Fuels - 4.68%
Texas Pacific Land Corp.		13,200		7,636,332
Real Estate Management & Development - 0.55%
Howard Hughes Holdings, Inc. (a)		12,000		871,440
Trinity Place Holdings, Inc. (a)		221,748		33,262
				904,702
Total Other Common Stocks (Cost $8,654,354)				10,822,409

TRUSTS - 0.95%
Copper Property CTL Pass Through Trust		157,427		1,550,656
Lamington Road Grantor Trust (a)(c)		320,690		0
Total Trusts (Cost $1,820,221)				1,550,656

REAL ESTATE INVESTMENT TRUSTS - 1.55%
Equity Commonwealth (a)		70,431		1,329,737
NexPoint Diversified Real Estate Trust		181,020		1,194,732
Total Real Estate Investment Trusts (Cost $3,672,340)				2,524,469


		Principal
		Amount
CORPORATE OBLIGATIONS - 0.58%
Lamington Road DAC (b)(c)
8.000%, 2121-04-07 (a)(c)	$	17,891,840		715,673
14.000%, 2121-04-07 (a)(c)		1,804,866		239,145
Total Corporate Obligations (Cost $6,979,698)				954,818

UNSECURED NOTES - 1.79%
Legacy IMBDS, Inc. (c)
8.500%, 09/30/2026		23,458		0
Sachem Capital Corp. (a)
7.750%, 09/30/2025		99,347		2,472,747
6.000%, 03/30/2027		20,000		454,400
				2,927,147
Total Unsecured Notes (Cost $3,530,125)				2,927,147


		Shares
WARRANTS - 0.08%
Agriculture & Natural Solutions Acquisition Corp. (a)
Expiration: December 2028		12,500		2,250
Exercise Price: $11.50 (a)
Andretti Acquisition Corp.
Expiration: March 2028		72,334		29,657
Exercise Price: $11.50 (a)
AtlasClear Holdings, Inc. (a)
Expiration: October 2028		76,000		6,840
Exercise Price: $11.50 (a)
Blockchain Coinvestors Acquisition Corp. I
Expiration: November 2028		32,500		1,320
Exercise Price: $11.50 (a)
Cactus Acquisition Corp. 1 Ltd.
Expiration: October 2026		40,700		2,035
Exercise Price: $11.50 (a)
Cartesian Growth Corp. II
Expiration: July 2028		21,986		2,273
Exercise Price: $11.50 (a)
Churchill Capital Corp. VII
Expiration: February 2028		24,984		7,995
Exercise Price: $11.50 (a)
Colombier Acquisition Corp. II (a)(c)
Expiration: December 2028		20,666		9,506
Exercise Price: $11.50 (a)
Corner Growth Acquisition Corp.
Expiration: December 2027		33,333		5,033
Exercise Price: $11.50 (a)
Corner Growth Acquisition Corp. 2
Expiration: June 2026		14,366		646
Exercise Price: $11.50 (a)
Digital Health Acquisition Corp.
Expiration: November 2028		58,000		7,441
Exercise Price: $11.50 (a)
HWH INTL INC WT EXP
Expiration: January 2027		23,750		0
Exercise Price: $1.00 (a)(e)
iCoreConnect, Inc.
Expiration: May 2028		150,000		1,500
Exercise Price: $11.50 (a)
Investcorp Europe Acquisition Corp. I
Expiration: November 2028		150,000		5,250
Exercise Price: $11.50 (a)
Keyarch Acquisition Corp.
Expiration: July 2028		75,000		3,885
Exercise Price: $11.50 (a)
Lamington Road
Expiration: July 2025		640,000		0
Exercise Price: $0.20 (a)(c)(e)
Plutonian Acquisition Corp.
Expiration: October 2027		101,969		2,957
Exercise Price: $11.50 (a)
Screaming Eagle Acquisition Corp.
Expiration: December 2027		75,200		35,533
Exercise Price: $11.50 (a)
TG Venture Acquisition Corp.
Expiration: August 2028		100,000		0
Exercise Price: $11.50 (a)(e)
ZyVersa Therapeutics, Inc.
Expiration: December 2027		65,250		0
Exercise Price: $11.50 (a)(c)(e)
Total Warrants (Cost $313,163)				124,121


RIGHTS - 0.05%
Hudson Acquisition I Corp. (Expiration: April 18, 2024) (a)		25,100		6,872
Keyarch Acquisition Corp. (Epiration January 24, 2027) (a)		150,000		37,500
Nocturne Acquisition Corp. (Expiration December 26, 2025) (a)		75,000		12,300
Plutonian Acquisition Corp. (Expiration: October 26, 2027) (a)		101,969		17,967
Total Rights (Cost $69,575)				74,639


MONEY MARKET FUNDS - 2.16%
Fidelity Institutional Government Portfolio - Class I, 5.213% (d)		1,761,739		1,761,739
Invesco Treasury Portfolio - Institutional Class, 5.211% (d)		5,690,591		1,761,739
Total Money Market Funds (Cost $3,523,478)				3,523,478

Total Investments (Cost $210,706,871) - 134.64%				219,670,348
Liabilities in Excess of Other Assets - (0.15)%				(240,078)
Preferred Stock - (34.49)%				(56,280,725)
TOTAL NET ASSETS - 100.00%			$	163,149,545

Percentages are stated as a percent of net assets.

The Schedule of Investments incorporates the Global Industry Classification Standard (GICS^®). GICS was developed
by and/or is the exclusive property of MSCI, Inc. and Standard & Poors Financial Services LLC ("S&P"). GICS is a
service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.

The accompanying notes are an integral part of these financial statements.

Valuation of investments—The Fund calculates its net asset value based on the current market value for its portfolio securities. The Fund normally obtains market values for its securities from independent pricing sources and broker-dealers. Independent pricing sources may use last reported sale prices or if not available the most recent bid price, current market quotations or valuations from computerized “matrix” systems that derive values based on comparable securities. A matrix system incorporates parameters such as security quality, maturity and coupon, and/or research and evaluations by its staff, including review of broker-dealer market price quotations, if available, in determining the valuation of the portfolio securities. If a market value is not available from an independent pricing source or a broker-dealer for a particular security, that security is valued at fair value as determined in good faith by or under the direction of the Fund’s Board of Directors (the “Board”). Various factors may be reviewed in order to make a good faith determination of a security’s fair value. Factors for other securities may include, but are not limited to, the type and cost of the security; contractual or legal restrictions on resale of the security; relevant financial or business developments of the issuer; actively traded similar or related securities; conversion or exchange rights on the security; related corporate actions; and changes in overall market conditions. If events occur that materially affect the value of securities between the close of trading in those securities and the close of regular trading on the New York Stock Exchange, the securities may be fair valued. U.S. and foreign debt securities including short-term debt instruments having a maturity of 60 days or less shall be valued in accordance with the price supplied by a Pricing Service using the evaluated bid price. Money market mutual funds, demand notes and repurchase agreements are valued at cost, unless the Board or its delegate determines that this does not represent fair value.

The Fund has adopted fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various input and valuation techniques used in measuring fair value. Fair value inputs are summarized in the three broad levels listed below:

	Level 1—Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

	Level 2—Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

	Level 3—Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.


The significant unobservable inputs used in the fair value measurement of the Fund’s Level 3 investments are listed in the table of valuation techniques and inputs. Significant changes in any of these inputs in isolation may result in a change in fair value measurement.

In accordance with procedures established by the Fund’s Board of Directors, the Adviser shall initially value non-publicly-traded securities (for which a current market value is not readily available) at their acquisition cost less related expenses, where identifiable, unless and until the Adviser determines that such value does not represent fair value.

The Adviser sends a memorandum to the Chairman of the Valuation Committee with respect to any non-publicly-traded securities that are valued using a method other than cost detailing the reason, factors considered, and impact on the Fund’s NAV. If the Chairman determines that such fair valuation(s) require the involvement of the Valuation Committee, a special meeting of the Valuation Committee is called as soon as practicable to discuss such fair valuation(s). The Valuation Committee of the Board consists of at least two non-interested Directors, as defined by the Investment Company Act of 1940.

In addition to special meetings, the Valuation Committee meets prior to each regular quarterly Board meeting. At each quarterly meeting, the Adviser delivers a written report (the “Quarterly Report”) regarding any recommendations of fair valuation during the past quarter, including fair valuations which have not changed. The Valuation Committee reviews the Quarterly Report, discusses the valuation of the fair valued securities with appropriate levels of representatives from the Adviser’s management, and, unless more information is required, approves the valuation of fair valued securities.

The Valuation Committee also reviews other interim reports as necessary.

The following is a summary of the fair valuations according to the inputs used as of March 31, 2024 in valuing the Fund's investments:

	Quoted Prices in Active		Significant Other
	Markets for Identical		Observable Inputs		Unobservable Inputs
	Investments (Level 1)		(Level 2)		(Level 3)*		Total
Investment Companies
Closed-End Funds	$	141,271,730	$	-	$	-	$	141,271,730
Business Development Companies		22,767,282		-		-		22,767,282
Trusts		1,550,656		-		-		1,550,656
Preferred Stocks
Diversified REITs		351,603		-		-		351,603
Office REITs		-		14,596		-		14,596
Other Common Stocks
Biotechnology		-		-		602,000		602,000
Broadline Retail		999,500		-		-		999,500
Financial Services		288,675						288,675
Food Products		391,200		-		-		391,200
Oil, Gas & Consumable Fuels		7,636,332		-		-		7,636,332
Real Estate Management & Development		904,702		-		-		904,702
Real Estate Investment Trusts		2,524,469		-		-		2,524,469
Special Purpose Acquisition Vehicles		23,478,186		5,942,686		3,342,528		32,763,400
Corporate Obligations		-		-		954,818		954,818
Unsecured Notes		2,927,147		-		-		2,927,147
Warrants		119,051		5,070		-		124,121
Rights		74,639		-		-		74,639
Money Market Funds		3,523,478		-		-		3,523,478
Total	$	208,808,650	$	5,962,352	$	4,899,346	$	219,670,348

*The Fund measures Level 3 activity as of the beginning and end of each financial reporting period.

Level 3 Reconciliation Disclosure
The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

Category	Special Purpose Acquisition Vehicles			Other Common Stocks			Trusts		Corporate Obligations			Unsecured Notes		Warrants
Balance as of 12/31/2023	$	-		$	-		$	-	$	1,598,381		$	-	$	-
Acquisitions		-			-			-		718,436			-		-
Dispositions		-			-			-		-			-		-
Transfers into (out of) Level 3		3,351,804			608,000			-		-			-		1,040
Accretion/Amortization		-			-			-		5,024			-		-
Corporate Actions		-			-			-		-			-		945
Realized Gain (Loss)		-			-			-		-			-		-
Change in unrealized appreciation (depreciation)		(9,276	)		(6,000	)		-		(1,367,023	)		-		(1,985	)
Balance as of 3/31/2024	$	3,342,528		$	602,000		$	-	$	954,818		$	-	$	-
Change in unrealized appreciation (depreciation) during the period for Level 3 investments held at March 31, 2024	$	(9,276	)	$	(6,000	)	$	-	$	(1,367,023	)	$	-	$	(1,985	)

The following table presents additional information about valuation methodologies and inputs used for investments that are measured at fair value and
categorized within Level 3 as of March 31, 2024:

Category	Fair Value March 31, 2024		Valuation Methodologies	Unobservable Inputs	Range		Impact to valuation from an increase to input
Special Purpose Acquisition Vehicles	$	3,342,528	Reported Cash in Trust Account, Last Market Price Discount to Reported Cash in Trust Account	Market Price Discount to Reported Cash in Trust Account		$9.70-11.11	Discount - Decrease
Other Common Stocks		602,000	Last trade price less 10% haircut (Shares un-registered)	Financial Assessments/ Company Announcements		3.00-3.15	Financial Assessments/ Company Announcements
Trusts		-	Last Traded Price	Market Assessments		0.00	Significant changes in market conditions could result in direct and proportional changes in the fair value of the security
Corporate Obligations		954,818	Last Traded Price, Company-Specific Information	Terms of the Note/ Company's Financial Assessments/ Company Announcements		4.00-51.90	Significant changes in company’s financials, changes to the terms of the notes or changes to the general business conditions impacting the company’s business may result in changes to the fair value of the securities
Unsecured Notes		-	Last Traded Price, Company-Specific Information	Terms of the Note/ Company's Financial Assessments/ Company Announcements		0.00	Significant changes in company’s financials, changes to the terms of the notes or changes to the general business conditions impacting the company’s business may result in changes to the fair value of the securities
Warrants		-	Last Traded Price	Market Assessments		0.00-1.07	Significant changes in market conditions could result in direct and proportional changes in the fair value of the security