CVF Bank of America Corp. Spx Capped Leveraged Index Return Notes

CUSIP No.: 148443104


1. Names of Reporting Persons. I.R.S. Identification Nos. of
above persons (entities only).
Bulldog Investors, Phillip Goldstein and Andrew Dakos

2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) x
(b)

3. SEC Use Only

4. Citizenship or Place of Organization
U.S.A

Number of Shares Beneficially Owned by Each reporting Person
With:
5. Sole Voting Power
132,351
6. Shared Voting Power
N/A
7. Sole Dispositive Power
171,628
8. Shared Dispositive Power
N/A

9. Aggregate Amount Beneficially Owned by Each Reporting Person
171,628

10. Check if the Aggregate Amount in Row ( 9 ) Excludes Certain
Shares (See Instructions)
N/A

11. Percent of Class Represented by Amount in Row ( 9 )
7.68%

12. Type of Reporting Person (See Instructions)
IA

Item 1.
(a) The Name of the Issuer is: Castle Convertible Fund
Inc.

(b) The Address of the Issuer's Principal Executive Office is:
111 FIFTH AVENUE
NEW YORK NY 10003


Item 2.
(a) The name of the Person Filing is: Bulldog Investors,
Phillip Goldstein and Andrew Dakos. Phillip Goldstein and
Andrew Dakos are principals of Bulldog Investors.

(b) The address of principal place of business and
principal office is: See (c)

(c) Place of Organization:
Park 80 West, Plaza Two
Saddle Brook, NJ 07663

(d) Title of Class of Securities: Common Stock

(e) CUSIP Number: 148443104


Item 3.
The persons filing are not listed in Items 3(a) through 3 (j).

Item 4.
(a) Amount beneficially owned: 171,628
(b) Percent of class: 7.68%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 132,351
(ii) Shared power to vote or to direct the vote: N/A
(iii) Sole power to dispose or to direct the disposition
of: 171,628
(iv) Shared power to dispose or to direct the disposition
of: N/A

Item 5. Ownership of Five Percent of Less of a Class.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following: [].

Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Clients of Phillip Goldstein and Andrew Dakos are entitled to
receive dividends and sales proceeds.

Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security being Reported on by the Parent
Holding Company.
Not applicable.

Item 8. Identification and Classification of Members of the
Group.
Not applicable.

Item 9. Notice of Dissolution of Group.
Not applicable.

Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are
held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.

SIGNATURE
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in
this statement is true, complete, and correct.



By: /s/
Name: Phillip Goldstein
Title: Principal, Bulldog Investors
Date: August 18, 2008

By: /s/
Name: Andrew Dakos
Title: Principal, Bulldog Investors
Date: August 18, 2008