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            K&L GATES LLP

            1601 K STREET, N.W.

              WASHINGTON, DC 20006-1600

            T  202.778.9000    F 202.778.9100    klgates.com

    August 27, 2019

    VIA EDGAR

    Mr. Jay Williamson

    Division of Investment Management

    Securities and Exchange Commission

    100 F Street, NE

    Washington, DC 20549

            Re:

            Responses to U.S. Securities and Exchange Commission Staff Comments on the

            Preliminary Proxy Statement on Schedule 14A for Neuberger Berman High Yield

            Strategies Fund Inc. (File No. 811-22396)

      Dear Mr. Williamson:

      This letter responds to your comments, discussed in our telephone conversation on August 21, 2019, regarding the preliminary proxy statement on
        Schedule 14A filed by Neuberger Berman High Yield Strategies Fund Inc. (the “Fund”) with the U.S. Securities and Exchange Commission (the “SEC”) on August 12, 2019, and the Fund’s responses thereto.

      Comment 1:  Please respond to our comments in writing in a correspondence filing. Where a comment asks
        for revised disclosure or revisions are contemplated by your response, please provide draft disclosure to be included in your definitive with your response.  Please resolve all material comments prior to printing and mailing.

      Response: The Fund will transmit this comment response letter to
        the SEC as a correspondence filing. The Fund has included revised disclosure herein, as appropriate.

      Comment 2:  Saba Capital Management, L.P.’s (“Saba”) proxy statement suggests that you intend to invoke
        the Maryland Control Share Acquisition Act (the “MCSAA”) and that you are taking a position contrary to staff guidance contained in the Boulder Total Return Fund no-action letter (November 15, 2010).
        Please confirm if this is accurate and, if so, tell us your basis for doing so.  Please note that we may have additional comments depending on your response.

      Response:  We note that the Fund’s proxy statement does not mention the MCSAA.  The Fund is not
        commenting on the accuracy of Saba’s recollection of any discussions it may have had with the Fund’s investment adviser. The Fund is aware of the SEC staff’s guidance in the Boulder Total Return Fund
        no-action letter and aware of other circumstances, not listed in that letter, in which the SEC staff has permitted registered funds to structure voting rights in a manner other than one vote per share, such as dollar-based voting.  See, e.g., SEC No-Action

          Mr. Jay Williamson

          Division of Investment Management

          Securities and Exchange Commission

          August 27, 2019

          Page 2

      Letter Sentinel Group Funds, Inc. (October 27, 1992).  When a fund uses dollar-based voting each stockholder has one vote for each dollar of net asset value per share,
        resulting in varying numbers of votes per share both across series/portfolios in a trust and among classes in a single series/portfolio. The Fund is also aware of the Maryland case in which the U.S. District Court allowed a closed-end fund
        organized in Maryland to rely on the MCSAA.  See Neuberger Berman Real Estate Income Fund Inc. v. Lola Brown Trust No. 1B, 342 F. Supp.2d 371 (D. Md. 2004).  The
        Fund understands that the SEC staff is currently evaluating its position on the MCSAA and looks forward to any additional views the SEC staff has as a result of that process.  The Fund will consider the guidance that is currently available and that
        may become available prior to its stockholder meeting and will make a determination on whether to rely on the MCSAA prior to its meeting.

      Comment 3: Please confirm your understanding of Item 4(b) of Schedule 14A and, in particular, paragraph
        6 as it relates to settlements between parties.

      Response: The Fund confirms that it is aware of Item 4(b)(6) of
        Schedule 14A. If a there is a settlement to which Item 4(b)(6) applies before the Fund files its definitive proxy statement, the Fund will disclose the appropriate information.

      Comment 4: On the cover page, please state the approximate date
        on which the proxy statement is first being sent to stockholders.

      Response:  The Fund will include the approximate date.

      Comment 5: On page 28 under “Vote Required,” we note your statement that the Class II Directors must be
        voted on by the holders of a majority of outstanding shares.  Please confirm if this is the correct standard for a contested election and, if so, clarify disclosure regarding what happens if no director receives that number of votes.

      Response: The voting standard on page 28 under the heading “Vote
        Required” is the correct voting standard for a contested election. The Fund has added the following statement in that paragraph:

      If no director nominee receives the required vote, each incumbent Class II Director will carry over and hold office until he or she
        receives the required vote or until his or her successor is elected and qualified.

      Comment 6:  On page 34 what does “improved by more than .93% than its Morningstar category mean”?
        Please revise to clarify.

          Mr. Jay Williamson

          Division of Investment Management

          Securities and Exchange Commission

          August 27, 2019

          Page 3

      Response:  The Fund has revised the relevant paragraph as follows:

      The Board and NBIA regularly review the Fund’s discount compared to other similar closed-end funds and notes that while the Fund
        did experience a significant widening of its discount at the end of 2018, as did many closed-end funds, the discount it has also
        narrowed substantially since that time. From December 21, 2018 through July 31, 2019, the Fund’s discount improved by 12.26% while the and has improved by 0.93% more than its Morningstar category average discount improved by 7.46%, through July 31, 2019.

      Comment 7: On page 34, we note your statement regarding the cost of a search for a replacement adviser
        and that diligence would be significant and would be borne by the Fund.  As there is a potential that a new adviser could reimburse these expenses in connection with the approval of a new agreement, please revise to include less definitive
        language.

      Response:  The Fund notes that it would be unusual for an
        adviser to reimburse expenses for a new advisory agreement absent a change of control of the adviser necessitating a stockholder vote on the new agreement or the fund being subject to an expense cap arrangement or for a new adviser to reimburse
        expenses for a new advisory agreement if it were not purchasing another adviser’s business.  Nonetheless, the Fund has revised the relevant statement as follows:

      The costs of the search for a replacement advisor, the required due diligence of any such potential replacement and the negotiation
        of a new advisory agreement would be significant and would very likely be borne by the Fund.

      Comment 8: On page 36, we note your statement that Saba acquired 73% of its holdings in the six month
        period ended April 11, 2019.  Please tell us when the other 27% was acquired and, if relevant, explain how these other holdings are not inconsistent with your statement that Saba is a short term investor.

      Response: The Fund has limited information regarding the purchases and sales of its shares by individual
        stockholders and groups.  Based on publicly available information, it appears that Saba, through the funds and accounts that it manages, has owned a small percentage of the Fund, in varying amounts, for several years.  (Saba manages funds and
        accounts that invest in many closed-end funds and that appear to hold these positions while waiting for potential arbitrage opportunities.)  However, as noted in the Fund’s proxy statement, a significant amount of Saba’s investment in the Fund was
        recently acquired.  For example, Saba owned approximately 2.91% of the Fund’s shares as of June 30, 2018 and, less than one year later, owned 19.27% of the Fund’s shares on April 11, 2019.

          Mr. Jay Williamson

          Division of Investment Management

          Securities and Exchange Commission

          August 27, 2019

          Page 4

      Saba has a history of quickly acquiring large positions in closed-end funds and, shortly thereafter, submitting one or more self-serving proposal(s)
        seeking to achieve a short-term gain through some sort of liquidity event such as a tender offer.  Shortly after a liquidity event or the proposal(s) passing, Saba typically sells all or most of its position (through the liquidity event or in the
        market during the lead up to or following the liquidity event).  This accelerated accumulation of significant position in a fund followed by an accelerated sale of all or a large portion of that position allows Saba to achieve significant
        short-term gain to the detriment of the fund’s actual, long-term stockholders and is emblematic of an investor with a short-term investment horizon. For example, Saba recently submitted a shareholder proposal(s) and/or nominees and then later
        withdrew them after entering into a standstill agreement with nine closed-end funds managed by four separate investment advisers.

      Comment 9: On page 36, please explain the basis for your statement that Saba is simply looking for a
        large, one-time liquidity event to realize profits for itself.  In this respect it appears that any benefits accruing to Saba as a result of a self-tender would also be available to other investors.

      Response: Please see the Fund’s response above to comment #8. Saba has a history of seeking large,
        one-time liquidity events to realize profits. Saba, through its ETF, private funds, and accounts, invests in closed-end funds and has a history of submitting proposals and/or nominations and later withdrawing them once funds agree to conduct one or
        more liquidity events such as tender offers, open-end fund conversions, and liquidations. The Fund believes that Saba does this to benefit its own clients, and not to benefit the stockholders of the closed-end funds it attacks.  The Fund believes,
        including for the reasons described in its proxy statement, that Saba’s actions are harmful to long-term stockholders. Based on public information, Saba is currently the Fund’s largest stockholder and therefore would stand to gain the largest
        return or benefit from its self-interested proposals. In addition, because stockholders have purchased shares of the Fund at different times (both prior to and after Saba) and at different prices, they may not achieve the same benefits as Saba (for
        example, a potential tender offer price may not be accretive to all stockholders if some purchased shares at a price higher than the potential tender offer price).  Given Saba’s pattern of selling its positions in closed-end funds that have
        conducted liquidity events, it is unlikely that it would remain in the Fund should the Fund implement the tender offer described in Saba’s proposal.  As a result, it would not incur the ongoing higher expenses and other consequences of such a
        tender offer described in the proxy statement, unlike long-term stockholders.

      As stated in the proxy statement, Saba is simply looking for a large, one-time liquidity event to realize profits for itself and has a history of
        attacking closed-end funds for its own short-term profit.  For example, Saba owned 12.05% of Delaware Enhanced Global Dividend and Income Fund’s outstanding shares as of Saba’s latest Schedule 13D amendment filing on March 9, 2018 but did not hold
        any shares after that fund’s tender offer based on Saba’s Schedule 13F filing

          Mr. Jay Williamson

          Division of Investment Management

          Securities and Exchange Commission

          August 27, 2019

          Page 5

      covering the period ended June 30, 2019.1  The Fund is not the first to because aware of this trend.  Please see, for example, page 7 of the definitive additional proxy materials filed by BlackRock Credit
        Allocation Income Trust on June 19, 2019, which includes a table that provides ten examples of when Saba has sold its entire position or significantly reduced its position in a closed-end fund after a liquidity event.2

      Comment 10: On page 36, starting with your statement that Saba knowingly fails to comply with regulatory
        requirements, you make several assertions that Saba has failed to comply with the Investment Company Act of 1940 (the “1940 Act’) and certain SEC orders.  We are not in a position to assess the reasonableness of your statement but supplementally
        request that you provide us with the underlying data you believe supports your position.  This data might include, for example, comparisons of creation redemption baskets against fund holdings on particular dates.  We further remind you that
        section b. of the note to Rule 14a-9 indicates that material that directly or indirectly charges improper, illegal or immoral conduct without sufficient foundation may be misleading for purposes of Rule 14a-9.

      Response:  Neuberger Berman Investment Advisers LLC, the Fund’s investment manager (“NBIA”), has
        observed certain practices related to Saba’s creation basket process for Saba Closed-End Funds ETF (BATS: CEFS) (the “ETF”), a series of an Exchange Traded Concepts LLC (“ETC”) sponsored “umbrella” trust Exchange Listed Funds Trust, that is
        sub-advised by Saba that appear to be impermissible under the exemptive application and order on which the ETF relies (the “Exemptive Order”) and in violation of the federal securities laws, including Section 17(d) of the Investment Company Act of
        1940, as amended and Rule 17d-1 thereunder.3

      The belief that Saba’s creation baskets are unlawful is based primarily on ETC’s Exemptive Order for its actively managed ETFs.  The Exemptive Order,
        requires a relying ETF’s baskets to be a pro rata slice of the portfolio, subject to narrow exceptions that do not appear applicable here.4  In practice, CEFS creation baskets bear little resemblance to a pro rata slice of the ETF’s
        holdings.  For example, Saba (i) excludes significant numbers of the ETFs holdings from the creation baskets; (ii) weights the positions that are selected for the creation basket in a manner that appears to be purely discretionary; and (iii)
        includes securities in the creation basket that are not in CEFS’ portfolio.  Unlike index based ETFs, actively managed ETFs relying on the Exemptive Order do not have the flexibility to representatively sample their target index or

      _________________________________

        1Available at https://www.sec.gov/Archives/edgar/data/1396167/000106299318001139/sched13da.htm and https://www.sec.gov/Archives/edgar/data/1510281/000106299319003423/xslForm13F_X01/form13fInfoTable.xml.

      2 Available at https://www.sec.gov/Archives/edgar/data/1379384/000119312519176581/d765756ddefa14a.htm.

       3 Available at https://www.sec.gov/Archives/edgar/data/732126/000114420413013284/v337241_40appa.htm.

      4 The permissible exceptions under the Exemptive Order are as follows: (a) in the case of bonds, for minor differences when it is impossible to break up bonds beyond certain minimum sizes needed for
        transfer and settlement; (b) for minor differences when rounding is necessary to eliminate fractional shares or lots that are not tradeable round lots; (or) TBA Transactions; short positions or other positions that cannot be transferred in-kind