UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-21603
SPECIAL VALUE OPPORTUNITIES FUND, LLC
(Exact Name of Registrant as Specified in Charter)
2951 28TH STREET, SUITE 1000
SANTA MONICA, CALIFORNIA 90405
(Address of Principal Executive Offices) (Zip Code)
ELIZABETH GREENWOOD, SECRETARY
SPECIAL VALUE OPPORTUNITIES FUND, LLC
2951 28TH STREET, SUITE 1000
SANTA MONICA, CALIFORNIA 90405
(Name and Address of Agent for Service)
Registrant's telephone number, including area code: (310) 566-1000
Copies to:
RICHARD T. PRINS, ESQ.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
FOUR TIMES SQUARE
NEW YORK, NEW YORK 10036
Date of fiscal year end: DECEMBER 31
Date of reporting period: JULY 1, 2006 - JUNE 30, 2007
| ITEM 1. | PROXY VOTING RECORD. |
Issuer Name: Bally Total Fitness Holding Corporation
Ticker: BFT
CUSIP: 05873K108
Meeting Date: December 19, 2006 Meeting Type: Annual
| | | Proposal | | Proposed By | | Mgmt Rec | | Vote Cast |
| | | | | | | | | |
| 1 | | Elect Don R. Kornstein to Board of Directors ("BOD") | | Issuer | | For | | For |
| | | | | | | | | |
| 2 | | Bally’s proposal to approve 2007 Omnibus Equity Compensation Plan | | Issuer | | For | | For |
| | | | | | | | | |
| 3 | | Bally’s proposal to ratify appointment of KPMG LLP as independent
auditor for FYE ending 12/31/06 | | Issuer | | For | | For |
Issuer Name: International Wire Group, Inc.
Ticker: ITWG
CUSIP: 460933-104
Meeting Date: June 7, 2007 Meeting Type: Annual
| | | Proposal | | Proposed By | | Mgmt Rec | | Vote Cast |
| | | | | | | | | |
| 1 | | Elect the following nominees to the Board of Directors: | | | | | | |
| | | | | | | | | |
| | | Rodney D. Kent | | Issuer | | For | | For |
| | | Mark K. Holdsworth | | Issuer | | For | | For |
| | | William L. Pennington | | Issuer | | For | | For |
| | | Peter Blum | | Issuer | | For | | For |
| | | David M. Gilchrist, Jr. | | Issuer | | For | | For |
| | | David H. Robbins | | Issuer | | For | | For |
| | | Lowell W. Robinson | | Issuer | | For | | For |
| | | John T. Walsh | | Issuer | | For | | For |
| | | | | | | | | |
| 2 | | To ratify Deloitte & Touche LLP as independent auditors
for the year ending December 31, 2007 | | Issuer | | For | | For |
Issuer Name: Online Resources, Inc.
Ticker: ORCC
CUSIP: 68273G-101
Meeting Date: May 15, 2007 Meeting Type: Annual
| | | Proposal | | Proposed By | | Mgmt Rec | | Vote Cast |
| | | | | | | | | |
| 1 | | Elect the following nominees to the Board of Directors: | | | | | | |
| | | | | | | | | |
| | | Matthew P. Lawlor | | Issuer | | For | | For |
| | | Erwin R. Shames | | Issuer | | For | | For |
| | | Barry D. Wessler | | Issuer | | For | | For |
| | | | | | | | | |
| 2 | | To ratify KPMG LLP as independent auditors for the year
ending December 31, 2007 | | Issuer | | For | | For |
| | | | | | | | | |
| 3 | | Proposal to terminate the company’s Rights Agreement | | Issuer | | For | | For |
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Special Value Opportunities Fund, LLC | | | |
| | | | | |
| By: | /s/ Hugh Steven Wilson | | | |
| Name: |
Hugh Steven Wilson | | | |
| Title: | Chief Executive Officer | | | |
| Date: | August 30, 2007 | | | |
