AMENDMENT NO. 3 TO DISTRIBUTION AGREEMENT

RIVERNORTH OPPORTUNITIES FUND, INC.

AMENDMENT NO. 3 TO
DISTRIBUTION AGREEMENT

October 1, 2022

ALPS Distributors, Inc.
0000 Xxxxxxxx, Xxxxx 0000
Xxxxxx, Xxxxxxxx 00000

Ladies and Gentlemen:

Reference is made to the Distribution Agreement dated November 11, 2020, Amendment No. 1 to the Distribution Agreement, dated September 21, 2021, and Amendment No 2 to the Distribution Agreement, dated January 27, 2022 (together, the “Distribution Agreement”), by and between RiverNorth Opportunities Fund, Inc.. a Maryland corporation (the “Fund”), and ALPS Distributors, Inc., as principal underwriter and placement agent (the “Distributor”).

A. Amendment to Distribution Agreement. The Distribution Agreement is amended as follows, effective as of the date hereof:

1. The fifth WHEREAS clause of the Distribution Agreement is hereby deleted and replaced in its entirety with the following:

“WHEREAS, the Fund is managed by the Fund’s investment adviser, RiverNorth Capital Management, LLC. (“Adviser”),”

B. No Other Amendments. Except as set forth in Part A above, all the terms and provisions of the Distribution Agreement shall continue in full force and effect.

C. Counterparts. This Amendment may be signed by the parties in one or more counterparts which together shall constitute one and the same agreement among the parties.

D. Governing Law. This Amendment shall be governed by the terms of Section 11 of the Distribution Agreement.

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If the foregoing correctly sets forth the understanding between us, please so indicate in the space provided below for that purpose.

	Very truly yours,
	RIVERNORTH OPPORTUNITIES FUND, INC.
	By:	/s/ Xxxxxx X. Xxxxxxx
		Name: Xxxxxx X. Xxxxxxx Title: Secretary and Chief Compliance Officer

	ACCEPTED as of the date first above written:
	ALPS DISTRIBUTORS, INC.
	By:	/s/ Xxxxxxx Xxxxx
		Name: Xxxxxxx Xxxxx Title: Chief Compliance Officer

[Signature Page to Amendment No. 3 to Distribution Agreement]