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 811-21936
SPECIAL
VALUE CONTINUATION 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 CONTINUATION 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, 2008 - JUNE 30, 2009
ITEM
1. PROXY
VOTING RECORD.
None
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 Continuation Fund, LLC
By: /s/ Elizabeth
Greenwood
Name:
Elizabeth Greenwood
Title: Secretary
and Chief Compliance Officer
Date: August
30, 2009